The Star Entertainment Group
Annual Report 2023

Plain-text annual report

2023 ANNUAL REPORT CONTENTS INTRODUCTION CHAIRMAN’S MESSAGE CEO’S REPORT PATHWAY TO SUITABILITY THE CASINO REGULATORY ENVIRONMENT Key Regulatory Milestones in NSW Legislative Reform in NSW Key Regulatory Milestones in Queensland Legislative Reform in Queensland BOARD OF DIRECTORS EXECUTIVE TEAM FINANCIAL PERFORMANCE SUSTAINABILITY Sustainability Strategy Social Responsibility Safer Gambling Financial Crime Responsible Service of Alcohol Environment People 1 2 4 6 8 8 9 9 10 11 12 14 17 17 19 19 20 26 THE STAR ENTERTAINMENT GROUP LIMITED ACN 149 629 023 KEY PROJECTS Queen's Wharf Brisbane The Star Gold Coast The Star Sydney DIRECTORS', REMUNERATION AND FINANCIAL REPORT Directors' Report Remuneration Report Financial Report ADDITIONAL INFORMATION Shareholder Information Corporate Information 2023 Corporate Governance Statement 2023 Annual General Meeting Indicative Key Dates for FY24 Company Directory About this Annual Report 37 38 38 40 67 87 155 159 160 160 160 161 161 ACKNOWLEDGEMENT OF COUNTRY The Star Entertainment Group respectfully acknowledges the Traditional Owners of the land where our properties are situated. This includes the Turrbal and Jagera Traditional Owners of the Brisbane region, the Danggan Balun (Five Rivers) people of the Gold Coast, and the Traditional Owners of the land in Pyrmont, the Gadigal people of the Eora Nation. We also wish to pay our respects to Elders past and present. 'Jalaman Making Honey' is a collaborative artwork created by Quandamooka artist Delvene Cockatoo-Collins and The Star team members (2019). INTRODUCTION We are absolutely focused on improving and returning to suitability in NSW and Queensland. We want The Star to be known for being transparent, accountable and trustworthy. A values-led company with robust governance. A company where our team members feel safe and free to raise concerns wherever arising, and leaders listen and act when those concerns are raised. We have commenced the journey but there’s work still to do and everyone needs to contribute. Our remediation program will embed an all- encompassing cultural and compliance mindset across the business to enable it to meet societal and regulatory expectations as a responsible corporate citizen. The goal is to enable a safe environment free from the risk of criminal infiltration and the negative impacts of gambling harm where our team members, guests and communities can all thrive, and we maintain strong relationships with our regulators and governments. Our new leadership team, working closely with our new Board, will champion organisational reform and ensure remediations are leader led. Every team member of The Star has a role to play and transformation will focus on building effective organisational systems and processes that enable all employees to be aware of their legal and ethical accountabilities and have the skills to address these. We are learning from the lessons of our past and are also investing in new people, systems and processes to build our organisational capacity to oversee this culture of continuous improvement. We are committed to fundamentally changing our business model and how our business is run. The Star accepted the findings of both the Bell Report and the Gotterson Report. We also acknowledge the gravity of the conduct raised by the appointed reviewers in both states and that The Star did not live up to the trust placed in it by the people of NSW and Queensland. Post those reviews and findings there has been significant change at Board and management level. This renewal process represents a new start, a ‘fresh eyes’ approach to ensure what needs to be done is done to earn back suitability. Implementation and embedment of the significant reforms required to restore and maintain our suitability to hold casino licences will also help build a sustainable long-term business that makes positive contributions to the community and continues as a major employer in both States. David Foster Chairman and Independent, Non-Executive Director Robbie Cooke Group CEO | Managing Director OUR COMMITMENT To deliver sustainable outcomes for our guests, our team members, the communities in which we exist and our shareholders, by providing entertainment, gaming and leisure experiences in a safe, responsible and ethical way. We will do this by embedding our values to lead the organisation with a focus on safer gambling and good business practices. Note: At the time of writing, The Star was refreshing its Purpose, Vision, Values and Principles as part of the cultural transformation program. 1 THE STAR ENTERTAINMENT GROUP 2023 ANNUAL REPORT CHAIRMAN’S MESSAGE As we progress into FY24, remediation measures are at the forefront of our priorities. It is a comprehensive and urgent focus. Remediation actions have commenced and will be outlined in more detail elsewhere in this Annual Report. Since the outset of that process, we have been committed to transforming our leadership and culture, uplifting our risk management, safer gambling and AML capability, embedding greater accountability and more robust governance, enhancing our control environments, improving Financial Crime management and our overall approach to harm minimisation. The journey has started, but there is a lot more still to be done. There was significant change at Board and management level during FY23. Four former members of the Board retired, including Ben Heap who retired as Chairman and Non-Executive Director on 31 March 2023. I consider it an honour to have led the Board since that date, having been appointed as a Non-Executive Director on 15 December 2022. All other current Non-Executive Directors also joined the Board during FY23 – Michael Issenberg, Deborah Page AM and Anne Ward. Toni Thornton and Peter Hodgson were Board observers at the time of writing with their appointments as Non-Executive Directors pending necessary regulatory approvals. Chief Executive Officer Robbie Cooke joined the business on 17 October 2022, bringing extensive ASX-listed company and gambling industry experience. Robbie has established a new management team with a significant number of senior hires. Almost 20 senior executives left the business previously. I particularly want to thank Robbie for his diligence and commitment during such a challenging time for The Star. In FY23, AUSTRAC commenced civil penalty proceedings, the company was served with separate statements of claim and now has four securities class actions in the Supreme Court of Victoria, a review continued into the underpayment of casino duty in NSW, and an $800 million equity raising was launched in February and successfully completed. I want to sincerely thank existing shareholders for their ongoing support during the equity raise process and welcome all new additions to our register. David Foster Chairman The 2023 financial year will be remembered as a watershed year for The Star Entertainment Group. A period when we committed to changing the ways we fundamentally behave and operate. It followed deep self-reflection, and learning our lessons from the past, to help ensure the events that left us challenged in so many ways never happen again. After the release of the Bell and Gotterson reports, the business acknowledged transformative steps were required to enable it to meet societal and regulatory expectations as a responsible corporate citizen. The regulatory actions following the two reviews saw our NSW casino licence suspended indefinitely in October 2022. In December 2022 our Queensland licences in Brisbane and the Gold Coast were suspended for 90 days on a deferred basis, with effect from 1 December 2023. The New South Wales Independent Casino Commission (NICC) appointed Mr Nicholas Weeks as Manager of The Star Sydney casino. The Queensland Attorney General also announced Mr Weeks in the role of Special Manager to monitor operations of the Brisbane and Gold Coast casinos. In both jurisdictions we were fined $100 million. Amendments to the Casino Control Acts were also legislated in both States during FY23, creating change to the respective regulatory frameworks. Now, for The Star, the focus is charting a path to suitability, with a fierce determination to earn back the trust and confidence of a community that includes our regulators, governments, shareholders, team members and guests. Holding a casino licence is a privilege and we understand the responsibility involved. 2 THE STAR ENTERTAINMENT GROUP 2023 ANNUAL REPORT For FY23, Statutory EBITDA (before significant items) was $317m, up 34% on the prior corresponding period, and slightly above the top end of the previously announced guidance range. Statutory net loss after tax was $2.4bn including significant items of $2.8bn. Significant items primarily reflected non-cash impairment of The Star Sydney, The Star Gold Coast and Treasury Brisbane, ongoing regulatory and legal costs, debt restructuring costs and redundancy costs. I want to thank the new management team under Robbie’s stewardship, and my fellow directors, for their ongoing commitment to the transformation of The Star. It is dedication to remediation that will enable us to create a truly sustainable business making positive community contributions. David Foster Chairman A rapid deterioration in operating conditions also saw a trading update delivered to the market in April 2023. Significant cost initiatives were announced at the time, including a reduction of approximately 500 full time employee roles across The Star, a salary freeze for non-EBA employees and a cancellation of the Group’s short-term and other incentives for FY23. Importantly, in August 2023, an in-principle agreement was reached with the NSW Treasurer on new casino duty rates. The previous Treasurer had proposed rates that would have significantly challenged the economic viability of The Star’s Sydney business and put thousands of jobs in jeopardy. The in-principle agreement with the NSW Government is designed to protect both the viability of The Star Sydney and jobs. Despite the headwinds faced in FY23, construction progressed at the transformative Queen’s Wharf Brisbane project, a joint venture with our partners Chow Tai Fook International and Far East Consortium. The timing for the expected phased opening of the development has been revised from end of calendar year 2023 to April 2024. A dispute between the joint venture vehicle, Destination Brisbane Consortium, and the contracted builder of Queen’s Wharf led to legal proceedings being brought in the Supreme Court of Queensland by the builder in early FY24. Construction works also continued at the Gold Coast with the Tower 2 development, which is part of a government-approved masterplan where a further three towers can potentially be added to the entertainment, leisure and tourism offerings on Broadbeach Island. 3 THE STAR ENTERTAINMENT GROUP 2023 ANNUAL REPORT CEO’S REPORT Robbie Cooke Group CEO | Managing Director Our business faced extraordinary challenges during FY23, but those difficult times have enabled us to rethink, reshape and reimagine the future for The Star. We are on a journey to restoring our suitability and earning back the trust of the community. It will take time, but we are committed to being a better company, operating with the highest levels of integrity. The consequences flowing from the damage to our social licence are felt daily by team members on multiple levels and it reinforces the need to understand the privilege that comes with holding a casino licence. We are committed to transformation, and dedicated to building a culture where our people are safe, ethical and respectful of the environment in which we operate. To achieve this, we are taking steps to promote a responsible workplace that minimises the negative impacts of gambling-related and any other type of harm. This comes from an understanding of the importance of meeting our social obligations and addressing business critical issues by implementing effective risk management strategies. We will embed that culture, be more transparent as a business, have more robust governance, greater accountability, be open and honest with our regulators and act swiftly when issues arise. As a new-look leadership team and Board, we will do everything in our power to transform The Star. This is an amazing business and I do want to thank our approximately 8,000 team members whose commitment, enthusiasm and inspiration continues to help deliver outstanding customer service at our entertainment, gaming and leisure destinations in Sydney, Brisbane and the Gold Coast. Our people are the heartbeat of this company, and their ongoing loyalty and hard work is deeply appreciated. 4 After joining the business in October 2022, I have had the pleasure of welcoming significant expertise to The Star’s Group Leadership Team. From December 2022, we have announced the following new appointments: Chief Financial Officer, Chief Risk Officer, Chief Transformation Officer, Chief Legal Officer, Group Company Secretary, Chief Controls Officer, General Manager Financial Crime, General Manager Safer Gambling Compliance, and Whistleblower Protection Officer. The Star’s organisational structure is also changing. The driver for this being a desire to create a simpler structure with more decision- making power at a property level, while maintaining appropriate oversight at a group level. It will be the oversight elements, with the right checks, balances and assurance systems in place, that will help to ensure failings identified in the Bell and Gotterson reports never re-occur. On the financials front, for FY23, The Star achieved normalised and statutory EBITDA (before significant items) of $317m and normalised net profit after tax of $41m. The statutory net loss after tax was $2.4bn including significant items of $2.8bn. The Group started FY23 positively after COVID-19 restrictions began easing in late FY22, and operating conditions returned to a more normal state. There were strong monthly revenue results, particularly in the Gold Coast and Brisbane, during 1H FY23. However, there were factors that impacted Sydney and the Gold Coast during the second half of the financial year. They included the implementation of uplifted controls, which necessarily resulted in increased exclusions; the important uplifting of risk and compliance resourcing; the introduction of competition in the Sydney table game market; some operating restrictions impacting customer experience; and a deterioration in economic conditions. More broadly, there have been various significant matters for us to deal with as a business through FY23 and into FY24. AUSTRAC commenced civil penalty proceedings in relation to alleged contraventions of obligations under the Anti- Money Laundering and Counter-Terrorism Financing Act 2006. Parties are working towards establishing a statement of agreed facts and admissions by 1 November 2023. THE STAR ENTERTAINMENT GROUP 2023 ANNUAL REPORT Other strategic priorities include: • Manage planned capital expenditure programs to deliver value and returns for shareholders. • Identify, retain, develop and engage a highly talented team of employees across properties and in the Group. More immediately, in FY24, management’s focus will be on: • Operations (including preparation for the introduction of cashless and carded play, completing the refinancing of existing debt funding arrangements, and completing the appointment of key executive roles). • Major Projects (completing construction, managing costs and preparing for the phased opening of Queen’s Wharf Brisbane, and progressing the construction of Tower 2 at the Gold Coast). • Asset Sales (completing the sale of the Sheraton Grand Mirage at the Gold Coast and exploring options for the Treasury Brisbane assets). In closing, I wish to thank the Board and Management for their considerable support since my arrival. We are working hard to ensure the future will be better and brighter for The Star. Robbie Cooke Group CEO | Managing Director Four separate class actions have been commenced in the Supreme Court of Victoria, alleging misleading or deceptive conduct in relation to market disclosures, and the contracted builder of the Queen’s Wharf Brisbane development has commenced a process in the Supreme Court of Queensland against Destination Brisbane Consortium, the joint venture between The Star and its Hong Kong-based partners. On 11 August 2023, The Star announced it had reached an in-principle agreement with the NSW Treasurer to amend casino duty rate agreements with the State. It was an outcome designed to protect the viability of The Star Sydney and thousands of team member jobs. The agreement was driven by a formal, consultative and structured negotiation process put in place by the Government — a welcome change to the approach taken by the previous NSW Treasurer. In addition, as part of the in-principle agreement, The Star Sydney is committed to introducing in October 2023 a trial of its cashless technology on 50 gaming machines and 8 gaming tables. It would be remiss of me not to mention an experience during FY23 that I consider one of the most painful of my career. On 19 April 2023 we announced a cost reduction initiative that led to approximately 500 of our colleagues leaving The Star. It followed a significant and rapid deterioration in operating conditions, most notably at The Star Sydney and The Star Gold Coast. In terms of key strategic priorities for the Group, remediation measures feature strongly: • Comprehensive and urgent focus on remediation actions including cultural transformation. • Achieve suitability and have licence suspensions lifted. • Repair and strengthen the Group’s relationship with relevant regulators and other stakeholders. 5 THE STAR ENTERTAINMENT GROUP 2023 ANNUAL REPORT PATHWAY TO SUITABILITY While continuing to work towards an approved plan, a range of initiatives were actioned across several months as part of the ongoing Foundation Period of the program. They included: • Delivery of ‘rapid controls’ into The Star Sydney, predominantly related to Customer Probity/ AML. Priority controls were also rolled out later in Queensland. • Implementation of new Internal Control Manuals in NSW, a project involving ~150 personnel over an eight-month period. • Significant uplift in AML capabilities – team expanded from 26 to 99 full time employees (June 2022 to August 2023). • Significant uplift in safer gambling capabilities from 18 to 55 full time employees (June 2022 to August 2023). • Root Cause Analysis completed by Deloitte. • Development of a culture renewal roadmap following a review by The Ethics Centre. • The splitting of the Legal and Risk functions. • Laying the foundations of a Three Lines of Accountability model. • Senior executive appointments made. • Board renewal materially progressed (entire Board replaced). • Additional facial-recognition cameras in Sydney and commencement of facial recognition on the Gold Coast. • Enhanced Underage Prevention Technology. • Launch of an updated Whistleblower hotline and escalation campaign. The Star’s remediation program has the goal of earning back the trust and confidence of regulators, governments, shareholders, team members, guests and the community at large and returning to suitability in NSW and Queensland. To achieve this, The Star is committed to transforming its culture, governance, risk and compliance management, accountabilities and capabilities, and its approach to harm minimisation. The Star commenced the development of a remediation program in late August 2022 to address issues identified by the Bell and Gotterson reviews. Planning was later adjusted to prioritise and incorporate additional priorities set by the Manager/Special Manager, who was appointed following the indefinite suspension of The Star’s NSW casino licence and the deferred suspension of The Star’s Queensland casino licences. A comprehensive draft remediation plan including approximately 550 milestones to be actioned over a multi-year period was formally submitted mid-2023 for review by regulators in NSW and Queensland. The plan continues to evolve but was not yet approved heading into the final quarter of the calendar year. 6 THE STAR ENTERTAINMENT GROUP 2023 ANNUAL REPORT INTERNAL CONTROL MANUALS Internal Control Manuals (ICMs) govern the way The Star works. They are set by regulatory bodies, Liquor and Gaming in NSW and OLGR in Queensland, and set out principles, decision- making, and conduct within The Star. The ICMs are important foundation stones to help to ensure an uplift in risk and compliance culture and establishing what The Star wants to be known for: a trustworthy company of robust governance; transparency; and accountability. The regulatory environment has seen a significant number of changes to existing ICMs (approximately 1,300 across NSW and Queensland) and the introduction of new ICMs. Planning for the implementation of new ICMs in NSW started in late 2022. The updated NSW ICMs started coming into effect on 1 April 2023, with full compliance required by 1 July 2023. The Star has introduced 546 unique controls in NSW, implemented over 900 requirements, while also updating Standard Operating Procedures and related processes as part of the uplift program. In Queensland, the ICM Uplift journey commenced in a phased approach. The Star proposes to have phases one and two (out of three) completed by 30 November 2023. Board and Management Updates July 2022 • New Independent Non-Executive Director (Michael Issenberg) appointed October 2022 • New operational Risk Committees established for Sydney and Queensland • New independent Compliance Committee established for The Star Sydney casino operator • New Group Chief Executive Officer (Robbie Cooke) commenced November 2022 • New Board Safer Gambling, Governance and Ethics Committee established March 2023 • New Independent Non-Executive Director (Deborah Page AM) appointed • New Chairman (David Foster) appointed April 2023 • New General Manager Financial Crime commenced • New Whistleblower Protection Officer appointed • New operational Financial Crime Oversight Committee established May 2023 • New Chief Transformation Officer appointed • New Chief Legal Officer commenced • New Independent Non-Executive Director • New General Manager Safer Gambling (Anne Ward) appointed Compliance commenced • New Independent Non-Executive Director Proposed (Toni Thornton) subject to regulatory approval December 2022 • New Chief Financial Officer appointed • New Independent Non-Executive Director (David Foster) appointed February 2023 • New Chief Risk Offer commenced July 2023 • New Independent Non-Executive Director proposed (Peter Hodgson) subject to regulatory approval • New Group Chief Controls Officer commenced 7 THE STAR ENTERTAINMENT GROUP 2023 ANNUAL REPORT THE CASINO REGULATORY ENVIRONMENT LEGISLATIVE REFORM IN NSW In August 2021, the NSW Government accepted all 19 recommendations in the Bergin report and introduced the Casino Legislation Amendment Bill 2022 (the Bill) to give effect to the report’s recommendations to strengthen casinos’ compliance requirements. The Bill also included an expansion of the powers of the regulator to prescribe certain matters in casino's internal controls; specifically related to money laundering risks, patron account monitoring, due diligence, source of funds declarations and responsible gambling. The Bill was introduced to the NSW Parliament on 5 August 2022 and passed into legislation on 11 August 2022. The NICC formally commenced operations on 5 September 2022 and was given the sole responsibility to regulate NSW’s two casinos and to deal with findings of the recent inquiries. Following the passage of the Bill, internal controls of The Star have been extensively modified to strengthen requirements relating to financial crime, customer probity, responsible gambling, governance and reporting and record keeping. Other key reforms included: • Regular reviews of casino licences. • New disclosure and reporting obligations for breaches, suspicious activity, and regular monitoring of patron accounts. • Phase out of cash transactions of more than $1,000 per patron per day. • Transition to mandatory carded play. • A ban on casinos dealing with junket operators. In September 2021, ILGA announced the appointment of Mr Adam Bell SC to undertake a review of The Star and its Sydney operations. The Bell Review commenced in November 2021 in accordance with section 30 and 143 of the Casino Control Act 1992 (NSW) and included written submissions and public hearings. Adam Bell SC handed down his findings on 31 August 2022. The Bell Report was publicly released on 13 September 2022 and included 30 recommendations. Australia’s casino industry has undergone significant transformation in recent years with a number of key reports and public inquiries driving systemic and ongoing reform across the country. The Star Entertainment Group operates casinos in Sydney, Brisbane and the Gold Coast. KEY REGULATORY MILESTONES IN NSW The regulatory environment for The Star’s casino operations in NSW has undergone significant change over the last two years including major legislative changes to the Casino Control Act 1992 (NSW) and reforms to internal controls. In NSW, the inquiry report from the Honourable Patricia Bergin SC into the suitability of Crown Resorts to hold a gaming facility licence (the Bergin report) was provided to the NSW Independent Liquor and Gaming Authority (ILGA) in February 2021. The Bergin report made 19 recommendations to reform the NSW casino regulatory environment including legislative amendments to the Casino Control Act 1992 (NSW). A key recommendation of the report included the establishment of the NSW Independent Casino Commission (NICC) to monitor casino activities and take disciplinary action against operators and individuals who engage in misconduct. 8 THE STAR ENTERTAINMENT GROUP 2023 ANNUAL REPORT The response to the Bell Report included: • A show cause notice issued to The Star on 13 September 2022 by the NICC. • The Star responded to the show cause notice on 26 September 2022 outlining a proposed pathway to suitability. • NICC announced the indefinite suspension of The Star’s NSW casino licence on 17 October 2022, appointed Mr Nicholas Weeks as manager of The Star Sydney casino and ordered The Star to pay a total pecuniary penalty of $100 million. • The Star Sydney developed new Internal Control Manuals under the direction of the NICC and ILGA. KEY REGULATORY MILESTONES IN QUEENSLAND The casino industry in Queensland has been undertaking a period of significant reform and remediation over the past 12 months with important legislative changes already implemented or underway to deliver safer gambling practices and harm minimisation for all Queenslanders. The Honourable Robert Gotterson AO KC was appointed by Attorney-General and Minister for Justice, and Minister for Women and Minister for Prevention of Domestic and Family Violence, The Honourable Shannon Fentiman MP on 30 June 2022 to conduct an external review of the Queensland operations of The Star Entertainment Group (Qld Review). The Qld Review’s scope was defined by Terms of Reference and undertaken in three parts: • Part A Review into the operations of The Star Cold Coast and Treasury Brisbane. • Part B Review of ongoing suitability of The Star Group licencees. • Part C Consideration of any further improvements to casino procedures, regulation, and legislative reform. The Qld Review was undertaken between June and September 2022 and included inviting written submissions from the public and interested organisations and convening public hearings. Key outcomes included: • Final report provided to The Honourable Shannon Fentiman MP by The Honourable Robert Gotterson AO KC on 30 September 2022 for consideration. • Public release of the final report on 6 October 2022 by The Honourable Shannon Fentiman MP with a response from the Queensland Government supporting in-principle the Review’s 12 recommendations. • Show Cause Notices being issued by the Office of Liquor and Gaming Regulation to The Star on 4 November 2022. • The Star Entertainment Group provided a comprehensive response to the Show Cause Notices on 25 November 2022. An outcome of the Show Cause Notice process was announced on 9 December 2022 including pecuniary penalties for The Star totalling $100 million, appointment of Mr Weeks as special manager, and a deferred suspension of the Treasury Brisbane and The Star Gold Coast’s casino licences until 1 December 2023. LEGISLATIVE REFORM IN QUEENSLAND The Honourable Robert Gotterson AO KC also gave regard to the Casino Control and Other Legislation Amendment Bill 2022 (Qld) (Qld Bill) which was also before the Queensland Legislative Assembly while the Review was being undertaken. The Casino Control and Other Legislation Amendment Bill 2022 (Qld) was introduced into the Queensland Legislative Assembly on 26 May 2022. The Qld Bill was referred to the Legal Affairs and Safety Committee for consideration which recommended the Qld Bill’s passage. On 14 October 2022, the Qld Bill was passed including provision for a special manager to be appointed to monitor and direct casino operations; an increase of pecuniary penalties up to $100 million, and obligations to report breaches. The Queensland Government announced it would continue to progress further legislative reforms recommended by the Qld Review. 9 THE STAR ENTERTAINMENT GROUP 2023 ANNUAL REPORT BOARD OF DIRECTORS DAVID FOSTER Chairman and Independent, Non-Executive Director Joined the Board on 15 December 2022. Became Chairman 31 March 2023. Master of Business Administration; Bachelor of Applied Science; Fellow of the Australian Institute of Management; Senior Fellow of the Financial Services Institute of Australasia; Member of the Australian Institute of Company Directors. ANNE WARD Independent, Non-Executive Director Joined the Board on 18 November 2022. Bachelor of Laws; Bachelor of Arts; Barrister and Solicitor of the Supreme Court of Victoria; Fellow of the Australian Institute of Company Directors. MICHAEL ISSENBERG Independent, Non-Executive Director Joined the Board on 11 July 2022. BS in Hotel Administration — Cornell University USA; French Order of Merit (Ordre national du Mérite). DEBORAH PAGE AM Independent, Non-Executive Director Joined the Board on 13 March 2023. Bachelor of Economics; Fellow of Chartered Accountants Australia and New Zealand; Fellow of the Australian Institute of Company Directors; Member of Chief Executive Women. ROBBIE COOKE Group CEO | Managing Director Joined the Board as Managing Director on 18 November 2022. Bachelor of Laws (Honours); Bachelor of Commerce; Graduate Diploma in Company Secretarial Practice; Solicitor of the Supreme Court of Queensland; Associate of the Governance Institute of Australia; Member of the Australian Institute of Company Directors. Board Changes See page 1 of Directors’ Report. 10 THE STAR ENTERTAINMENT GROUP 2023 ANNUAL REPORT EXECUTIVE TEAM As at 1 August 2023 ROBBIE COOKE Group CEO | Managing Director CHRISTINA KATSIBOUBA Group Chief Financial Officer SCOTT SAUNDERS Group Chief Risk Officer BETTY IVANOFF Group Chief Legal Officer GEORGE HUGHES Group Chief Customer and Product Officer JESSICA MELLOR Chief Operating Officer, The Star Gold Coast KELVIN DODT Chief Operating Officer, The Star Brisbane PAULA HAMMOND Group Chief People Officer PETER JENKINS Chief of Staff, Office of the CEO NICOLA BURKE Chief Transformation Officer (Subject to all regulatory approvals) LAURENT FRESNEL Group Chief Technology and Innovation Officer (Subject to all regulatory approvals) RAV TOWNSEND Group Chief Controls Officer (Subject to all regulatory approvals) Executive Changes Scott Wharton (appointed Chief Executive Officer The Star Sydney and Group Head of Transformation 20 July 2022, Resigned effective 28 April 2023). 11 THE STAR ENTERTAINMENT GROUP 2023 ANNUAL REPORT FINANCIAL PERFORMANCE The Group started FY23 positively. COVID-19 restrictions began easing in late 2H FY22. 1H FY23 saw a number of strong monthly revenue results, particularly in Gold Coast and Brisbane, as the properties enjoyed strong domestic tourism and pent-up demand following the relaxing of COVID-19 enforced restrictions. However, conditions turned in Sydney and Gold Coast in 2H FY23. Factors impacting the operating performance included: the implementation of uplifted controls, which necessarily resulted in increased exclusions; the important uplifting of risk and compliance resourcing; the introduction of competition during the period in the Sydney table games market; some operating restrictions impacting customer experience; and weaker consumer discretionary spending. GROUP PERFORMANCE (VS PCP) Statutory EBITDA* Domestic revenue Operating expenses EBITDA margin $317M UP 33.6% $1.86BN UP 22.1% $1.09BN UP 20.1% 17% VS 16% SYDNEY (VS PCP) Statutory EBITDA* Domestic revenue Operating expenses EBITDA margin $127M UP 52.5% $978M UP 26.5% $586M UP 21.1% 13% VS 11% GOLD COAST (VS PCP) Statutory EBITDA* Domestic revenue Operating expenses EBITDA margin $107M UP 19.8% $505M UP 19.6% $312M UP 24.4% 21% VS 21% BRISBANE (VS PCP) Statutory EBITDA* Domestic revenue Operating expenses EBITDA margin $373M UP 14.8% $196M UP 11.3% 22% VS 20% $83M UP 28.4% * Before significant items 12 THE STAR ENTERTAINMENT GROUP 2023 ANNUAL REPORT GROUP PERFORMANCE Gross Revenue Net Revenue1 EBITDA2 NPAT3 SYDNEY Gross Revenue Net Revenue EBITDA GOLD COAST Gross Revenue Net Revenue EBITDA BRISBANE Gross Revenue Net Revenue EBITDA STATUTORY NORMALISED4 $m 1,867.5 1,867.5 317.4 (2,435.2) vs pcp5 21.7% 22.3% 33.6% 1,102.6% $m 1,867.5 1,867.5 317.4 41.3 STATUTORY NORMALISED $m 984.0 984.0 127.2 vs pcp5 25.6% 26.5% 52.5% $m 984.0 984.0 127.2 STATUTORY NORMALISED $m 508.9 508.9 107.0 vs pcp5 19.9% 20.2% 19.8% $m 508.9 508.9 107.0 STATUTORY NORMALISED $m 374.6 374.6 83.2 vs pcp5 14.8% 14.9% 28.4% $m 374.6 374.6 83.2 vs pcp 21.9% 22.5% 35.0% N.M.6 vs pcp 26.0% 26.9% 56.8% vs pcp 19.9% 20.2% 19.8% vs pcp 14.9% 15.0% 28.6% THREE YEAR STATUTORY FINANCIAL RESULTS SUMMARY7 Gross Revenue Net Revenue EBITDA EBIT Significant Items (after tax) FY21 $m 1,557.1 1,545.4 426.7 216.2 51.5 NPAT (before significant items) 109.4 vs pcp 11.0% 3.9% 51.3% 170.9% 55.0% 458.3% Earnings Per Share (cents) Full Year Dividend (cents) 6.1 - N.M.6 - FY22 $m 1,534.1 1,527.1 237.5 29.2 170.8 (31.7) (21.3) - vs pcp 1.5% 1.2% 44.3% 86.5% 231.7% N.M.6 N.M.6 - FY23 $m 1,867.5 1,867.5 317.4 122.1 vs pcp 21.7% 22.3% 33.6% 318.2% 2,476.5 1,349.9% 41.3 (211.7) - N.M.6 893.9% - 1. Net of player rebates and promotional allowances. 2. EBITDA is before equity accounted investments profits/losses and significant items. 3. Normalised NPAT is after equity accounted investments profits/losses and before significant items. 4. Normalised results reflect the underlying performance of the business as they remove the inherent win rate volatility of the International VIP Rebate business, noting The Star suspended all rebate business in May 2022. Normalised results are adjusted using an average win rate of 1.35% on actual turnover, taxes and revenue share commissions and are before significant items. 5. Prior comparable period. 6. Not meaningful as the result moved between a profit and a loss. 7. For further information, please refer to the financial report contained in the Annual Report for the relevant financial year. THE STAR ENTERTAINMENT GROUP 2023 ANNUAL REPORT 13 SUSTAINABILITY The Star Entertainment Group is committed to minimising our impact on the environment, operating responsibly to create safe and memorable experiences for guests, as well as fostering wellbeing for our team members and the community. APPROACH The Star Entertainment Group’s sustainability approach is focussed on creating long term value in the management of its environmental, social and governance (ESG) risks and opportunities, and working with regulators and stakeholders to ensure a long-term sustainable business. RESPONSIBLE BUSINESS, SUSTAINABLE DESTINATIONS In late 2022 The Star Entertainment Group developed its second sustainability strategy Responsible Business, Sustainable Destinations. This strategy reflects The Star's commitments to the environment, operating responsibility and supporting the people within our business and the community. RESPONSIBLE BUSINESS, SUSTAINABLE DESTINATIONS SUSTAINABILITY STRATEGY ENVIRONMENT Create low carbon places that support nature and conserve resources Climate and Energy Contribute to a zero carbon future Waste Reduce waste and improve circularity Nature and Biodiversity Support biodiverse ecosystems and curb nature loss Water Conserve water and protect waterways Sustainable Sourcing Ensure sustainable sourcing practices RESPONSIBILITY Lead with integrity to ensure safer gambling, sustainable growth, and zero tolerance for financial crime Harm Minimisation and Financial Crime Go beyond compliance to ensure safer gambling, harm minimisation and zero tolerance for financial crime ESG Transparency Be transparent and accountable about ESG performance, tax and donations Security and Privacy Ensure the security and privacy of guests, staff and partners Destination Stewardship Develop environmentally and socially sustainable precincts and tourism Sustainable Business Performance Deliver value to all stakeholders through sustainable long-term growth 14 PEOPLE Foster wellbeing and enhance communities, within and beyond our precincts Community Commitment and Development Enhance community wellbeing, prosperity and resilience Diversity, Inclusion and Belonging Empower a diverse and inclusive culture where everyone has the opportunity to thrive Safety and Wellbeing Support the physical and mental wellbeing of our people and guests Ethical Supply Chain Ensure ethical sourcing and protect human rights Employee Attraction and Development Develop leaders and grow meaningful careers THE STAR ENTERTAINMENT GROUP 2023 ANNUAL REPORT The Responsible Business, Sustainable Destinations strategy has been aligned to the United Nations Sustainable Development Goals (SDGs) to understand how our actions impact global sustainability priorities. In managing risks and opportunities presented by our most material issues, we contribute to SDGs 3, 6, 7, 8, 9, 11, 12, 13, and 16. As part of our business management practices, we contribute to goals 4, 5, 10, 15 and 17. The strategy has three key pillars — Responsibility, People and Environment, and 15 key areas of activity that respond directly to The Star’s most material ESG issues as determined by its annual materiality assessment and business activities. For more information about the strategy and FY23 results, refer to the 2023 Sustainability Report at starentertainmentgroup.com.au/annual-reports. OUR ENVIRONMENTAL TARGETS AND ACHIEVEMENTS NET ZERO target Scope 1 and Scope 2 carbon emission by 2030 from wholly owned and operated assets* 90% ACHIEVED and target to maintain +90% of the portfolio with third party certified sustainability ratings (Green Star, NABERS or EarthCheck) FOR EVERY HECTARE of land used by The Star across it's resorts, we aim to restore three hectares in the wild over the next two years (63 hectares restored to date) 30% target reduction in carbon intensity by FY23** (achieved 27% reduction from FY13 base year) 120,000 TREES will be planted over the next two years (to date 63,500 trees planted) ANNUAL ‘EDNA’ biodiversity assessments to be completed at The Star’s Farm 30% target reduction in water intensity by FY23** (achieved 9% reduction from FY13 base year) 100% target of takeaway food packaging to be compostable (currently at 98%) Memberships and Affiliations: *Scope 1 and Scope 2 for wholly owned and operated assets **Against a FY13 baseline Notes: 1.69% of FY23 invoices based on cost were unbilled at the time of reporting. The missing usage for electricity has been estimated 0.01% (10MWh) and 3.66% (8,245GJ) for gas. The missing usage for water has been estimated 6.8% (36ML). 15 THE STAR ENTERTAINMENT GROUP 2023 ANNUAL REPORT SUSTAINABILITY (CONTINUED) MATERIALITY The Star’s Responsible Business, Sustainable Destinations Strategy is underpinned by a materiality assessment process that is conducted annually. The 2023 Materiality Assessment process, issues description, alignment with the United Nations Sustainable Development Goals and the Sustainability Accounting Standards Board primary and secondary topics can be found on the company website, starentertainmentgroup.com.au. The following Materiality Matrix outlines how significant issues were assessed using a double materiality lens, i.e., their ‘importance to stakeholders’ and ‘importance to The Star’. To help ensure that each of the most material issues identified as important to The Star Entertainment Group and its stakeholders is managed, measured and reported against, all issues have been addressed in the new strategy in addition to existing controls, policies and programs. MATERIALITY MATRIX Environment Responsibility People Community wellbeing and trust Privacy and security Safer gambling l s r e d o h e k a t S n o t c a p m I Employee health, safety, and wellbeing Climate resilience Guest security ESG transparency Sustainable precincts Minimising environmental impacts Employee engagement and development Sustainable and ethical supply chain Regulatory compliance and relationships Responsible business operations Sustainable business performance Guest safety and environment health Nature and biodiversity Diversity, inclusion, and equal opportunity Impact on The Star (Financial Materiality) Material Topics Ranking Topic =1 =1 =1 =1 5 =6 =6 =8 =8 Safer gambling Community wellbeing and trust Responsible business operations Regulatory compliance and relationships Sustainable business performance Employee health, safety, and wellbeing Guest safety and environment health Privacy and security Guest security 16 Ranking Topic 10 =11 =11 =13 =13 =15 =15 17 ESG transparency Minimising environmental impacts Sustainable precincts Climate resilience Employee engagement and deployment Sustainable and ethical supply chain Diversity, inclusion, and equal opportunity Nature and biodiversity THE STAR ENTERTAINMENT GROUP 2023 ANNUAL REPORT SOCIAL RESPONSIBILITY SAFER GAMBLING Gambling is an enjoyable leisure and entertainment activity. However, some people can develop an unhealthy relationship with gambling and find it difficult to gamble safely and control their time and spending. Minimising gambling related harm is a key focus for The Star Entertainment Group. We are working actively with stakeholders and our regulators to minimise harm to guests and the broader community. This is crucial to fostering a long-term, mutually beneficial relationship with our guests, as well as upholding our corporate responsibilities and social licence to operate. In FY23, The Star rebranded our harm minimisation program from Responsible Gambling to Safer Gambling, to underscore the actions we are taking to help make gambling and the environment we create remain safe for both guests and staff. This report covers several significant changes implemented in FY23 to prevent or minimise gambling harm. The approach blends our strategic focus together with enhanced internal controls and reforms identified by external reviews of our operations in New South Wales and Queensland. THE STAR’S SAFETY MEASURES Safer Gambling Teams Safer Gambling teams operate at each of The Star’s properties to provide 24/7 specialised support to both operational staff and guests. To support a greater emphasis on Safer Gambling programs and activities, The Star has undergone an uplift in Safer Gambling capabilities across the Group from 18 to 55 full time employees. Safer Gambling teams provide dedicated resources to manage all issues related to harm minimisation. In addition to monitoring the wellbeing of guests, their interactions are designed to detect and manage actual or potential harm. As a further indication of the importance of harm minimisation, The Star has introduced a General Manager of Safer Gambling and compliance team that supports frontline colleagues by ensuring robust policies and procedures, regular reviews and assurance measures are in place and implemented. In addition, The Star’s Safer Gambling training for all team members has been refreshed, with further enhancements to increase Safer Gambling competencies and capabilities underway. Play Break The Star launched Play Break (formerly called Time Play Management) over two years ago to support guests to not gamble for long periods of time. Recommended breaks in play provides a strong reminder that guests should maintain an appropriate balance between gambling and other activities in their life. Play Break electronically monitors a guest’s data whenever their membership card is inserted in a gaming machine or swiped at gaming table. When they reach the system’s set time limits, an alert is sent to a staff member who will locate the guest to recommend a break and check on their wellbeing. Since its introduction, Play Break has undergone several enhancements to increase its effectiveness, including a greater focus on guest interactions at 3 hours and 6 hours, and a requirement that guests not gamble for more than 12 hours within a 24-hour period, or for more than 48 hours within a 7-day period. Gambling Harm Indicators Matrix Using available research, The Star has developed a Gambling Harm Indicators Matrix that highlights whether a guest may be experiencing gambling related harm. Consisting of a comprehensive list of risk indicators, the Gambling Harm Indicators Matrix helps inform what staff should do if risk behaviours are observed. The Matrix is included in the online training given to all staff and is on The Star’s intranet site. In addition to training, the Matrix is part of the Safer Gambling standard operating procedures. 17 THE STAR ENTERTAINMENT GROUP 2023 ANNUAL REPORT SOCIAL RESPONSIBILITY (CONTINUED) Facial Recognition Facial recognition technology now operates at The Star Sydney and The Star Gold Coast and will be implemented at The Star Brisbane. This technology is an effective tool used to assist in harm prevention and for managing excluded persons who attempt to enter our premises in contravention of their prevention of entry orders. Previously this process relied heavily on the recall of staff or information voluntarily supplied from third parties. Recognising the importance of privacy concerns, The Star does not use the technology for any other purpose. CONCLUSION As we look to the future, The Star believes that a robust and effective harm minimisation program requires continuous improvement and an innovative attitude. We aim to minimise harm to individuals and the broader community through our on-going actions, as well as the following initiatives for FY24: • Engage community and industry stakeholders to ensure that we are considering diverse perspectives and needs. • Develop a renewed Safer Gambling Strategy that considers recent research outcomes and best practices. • Ensure that all team members are aware of gambling risks and responsibilities and have the right competencies and capabilities. • Enhance our use of data and insights and outcomes measures. • Create more opportunities for interactions with our guests to help promote their wellbeing and to meet their needs. • Continue to evolve marketing communications to support Safer Gambling. 1,446 1,000 Total welfare checks in FY23 Total Safer Gambling self-exclusions in FY23 Welfare Checks Welfare checks are conducted by the Safer Gambling team when there are indicators that a guest may be at risk of experiencing harm. Welfare checks allow team members to determine if the guest is experiencing harm from gambling and if so, take appropriate action. This may involve providing information, access to support services or requiring an exclusion from the casino. Welfare checks are also an important interaction because they provide a chance to build guest rapport through conversations about Safer Gambling and other topics of interest. Exclusions Our Group Exclusion Policy provides further protection for guests who have self-excluded, or excluded based on an assessment by The Star Entertainment Group that they are at risk of gambling related harm. An exclusion at one of our casinos is automatically applied to all casinos operated by The Star. Exclusion information is also shared between The Star Sydney and Crown Sydney. Online Self-Exclusion Some people prefer not having face to face interactions when going through the self-exclusion process. As a result, The Star has introduced an online self-exclusion form that can be completed and forwarded to The Star for follow up action. This online channel provides a pathway for people who may have previously been reluctant to self exclude onsite. However, The Star still provides the option for people to initiate a self-exclusion at any of our properties, or through their local gambling help services. 18 THE STAR ENTERTAINMENT GROUP 2023 ANNUAL REPORT FINANCIAL CRIME The Star has commenced a comprehensive program of work to remediate breaches and uplift its management of financial crime risk. During the past financial year, The Star has undertaken and continues to undertake, a detailed review of its risk management policies, processes, procedures, systems and controls and commenced the process of making required improvements. To date, The Star has enhanced its oversight and governance framework for financial crime, including the establishment of executive and management level financial crime committees, enhanced a number of financial crime risk assessment methodologies, improved its customer screening controls, uplifted its ‘know your customer’ and enhanced customer due diligence processes, deployed additional transaction monitoring rules and implemented new cash limits across its properties. The Star has also increased resourcing in its first and second line financial crime risk teams to support the delivery of the uplift in its financial crime risk management. The Star has a multi-year end-to-end program of work designed to address various issues and enhance its overall financial crime risk management framework. The Star will continue to focus on developing new and strengthening existing, financial crime policies, processes, procedures, systems and controls. The Star continues to engage with AUSTRAC and our State based regulators to provide updates on our program of work. RESPONSIBLE SERVICE OF ALCOHOL (RSA) The Star is committed to providing a safe and secure environment for all patrons, and our RSA program is supported by policies, procedures, and mandatory training for all team members. RSA committees in each property meet monthly to manage and monitor activities and incidents related to the RSA program and work towards continuous improvement. The Star also meets regularly with regulators and stakeholders to engage in constructive discussions regarding initiatives that promote the responsible service of alcohol. Board oversight of the RSA program is provided by the Safer Gambling, Governance and Ethics Committee. The Star’s RSA program ensures relevant regulatory requirements are maintained for each property by ensuring: • Safe venues are provided by refusing entry or service to intoxicated patrons, managing undesirable activity, and providing role-specific training for venue managers and team members. • Measures are taken to minimise harm, such as not permitting the sale, supply, or consumption of alcohol by individuals under 18 years old, prohibiting promotions that encourage excessive drinking or harassment, providing free drinking water, offering light, mid-strength or non- alcoholic options at lower prices, offering food and snacks, promoting drink spiking awareness, limiting the number of drinks purchased during high-risk periods and displaying signage related to alcohol restrictions. • Community amenity is considered through the reduction of noise, through safe and responsible advertising of alcohol, and through support for government and community initiatives related to safe consumption. REPORTING AND ASSURANCE The Star has obtained limited assurance over selected sustainability metrics. These include selected environmental, safer gambling, safety, and gender diversity metrics. In FY23, the company again released a stand-alone Sustainability Report which has been prepared with reference to the Global Reporting Initiative Standards. The Assurance Statement can be found within the 2023 Sustainability Report on the company website at starentertainmentgroup.com.au/ annual-reports. 19 THE STAR ENTERTAINMENT GROUP 2023 ANNUAL REPORT ENVIRONMENT CLIMATE AND ENERGY The Star Entertainment Group is committed to supporting the transition to a low carbon economy and is working towards achieving net zero Scope 1 and Scope 2 emissions from fully owned and managed assets by 2030. Climate change risks are included in the company risk register and are managed under the normal risk processes with oversight from the Board. Within the financial year, climate change has also been identified as a strategic business risk. ALIGNMENT WITH THE TASKFORCE ON CLIMATE RELATED FINANCIAL DISCLOSURES The Star Entertainment Group has adopted the Recommendations of the Taskforce on Climate- related Financial Disclosures (TCFD) and has been working to implement the TCFD framework into the business over the last five years with the understanding that its investments may be susceptible to future changes in climate. The Star released its first report in 2020. During the financial year, The Star released its fourth Climate-related Disclosures Report which details progress made on prior commitments to manage possible physical, financial and transitional risks, and sets out the company’s plans for the coming years. This includes conducting physical climate risk assessments. The results of these assessments are included within the company’s annual TCFD disclosures. Climate adaptation and mitigation design and operational requirements to manage resilience and potential physical climate risks continue to be updated annually in The Star’s Sustainable Design and Operational Standards on the company website. Access The Star's Sustainable Design and Operational Standards here: https://www.starentertainmentgroup.com.au/ environment. 20 NET ZERO 2030 (SCOPE 1 AND SCOPE 2) AND CARBON EMISSIONS MANAGEMENT The Star is committed to long term carbon emissions reduction. To support the transition to a low carbon economy the Group is targeting net- zero Scope 1 and Scope 2 carbon emissions for its wholly owned and operated assets by 2030. The pathway to achieve net zero Scope 1 and Scope 2 by 2030 for the Group includes the purchasing of renewable electricity, onsite solar (where possible), electrification over time, continuing with the Group’s energy efficiency program and developing a carbon offsetting project and strategy that delivers environmental and social benefit. The Group’s Scope 1 and Scope 2 emissions for FY23 were 9,774 tonnes (tCO2-e) and 83,806 tonnes (tCO2-e) respectively. In FY23, a third-party consultancy was engaged to establish a Decarbonisation Roadmap, outlining short, medium and longer-term activities for achieving net zero Scope 1 and Scope 2 by 2030. The roadmap also includes analysis and prioritisation of energy efficiency opportunities to help accelerate delivery in addition to wider activities including renewable energy procurement, electrification of assets and carbon offsets. OUR NET ZERO PATHWAY TO 2030 2013 Baseline Energy efficiency 2030 On-site renewables Renewable procurement Refrigerant phase out Offsets 2030 NET ZERO SCOPE 1 AND 2 Our material issues align with both primary and secondary SASB topics. A Scope 3 materiality assessment completed in 2022 identified The Star’s most carbon intensive products and services in the supply chain and considered both future capital projects and suppliers. This detailed review identified 114,525 tonnes of Scope 3 emissions and will assist with implementing category management plans to begin to reduce Scope 3 emissions and support the assessment of targets and opportunities throughout 2024. The Star has assessed its baseline Scope 3 emissions and is in the process of building out management plans to apply to procurement categories that begin with the highest emissions sources. This work is ongoing. THE STAR ENTERTAINMENT GROUP 2023 ANNUAL REPORT EMISSIONS AND ENERGY INTENSITY In FY23 visitation and resource consumption returned to more normal operating levels post COVID-19. Energy services across all properties including lift services, lighting and HVAC all returned to full operating hours and were uninterrupted throughout the year. As a result, total energy consumption increased compared to the previous year, however carbon emissions decreased with the renewable energy grid bonus. The company’s total energy consumption was 602,960 GJ for FY23, which was an increase from 567,719 GJ in FY22, however a decrease from 607,476 GJ in base year FY13. Total Scope 1 and Scope 2 carbon emissions were 93,580 tonnes (tCO2-e) for the year, which was a decrease from 96,838 tonnes (tCO2-e) in FY22 and an overall decrease from 108,595 tonnes (tCO2-e) in FY13 base year. The company has a target to reduce emissions by 30% on an intensity basis (square meters) measured form baseline year FY13 concluding in June 2023. The company reduced its emissions intensity by 27% from base year (2013) which was 3% short of target. This shortfall was due to the redeployment of business resources over the past 24 months to address remediation and business transformation priorities. As a result, capital invested into planned large scale equipment and plant replacement activities that would have achieved carbon reductions were put on hold during this time. However the company is continuing with building optimisation activities and analytics, prioritising opportunities that deliver business benefits. Performance details can be found on the company website, www.starentertainmentgroup.com.au/environment. • Emissions intensity per visitor decreased 28.05% in FY23 compared to FY22 from 9.09kg CO2e to 6.54kg C02e. • Overall energy intensity per visitor increased in FY23 by 13.3% compared to base year FY13 from 37.22 MJ per visitor to 42.16 MJ per visitor. • Energy intensity per visitor decreased 20.9% in FY23 compared to FY22 from 53.32 MJ per visitor to 42.16 MJ per visitor. THE STAR'S CARBON EMISSIONS 0.42 108,595 0.31 0.30 96,838 93,580 9.09 6.65 6.54 FY13 (Base Year) FY22 FY23 Carbon Emissions (tonnes CO2-e) Emissions Intensity (kg CO2-e/visitor) Emissions Intensity (tonnes CO2-e/area) THE STAR'S ENERGY CONSUMPTION 2.34 607,476 1.83 567,719 1.95 602,960 37.22 FY13 (Base Year) 53.32 42.16 FY22 FY23 Energy Consumption (GJ) Energy Intensity (MJ/visitor) Energy Intensity (GJ/area) Notes: 1.69% of FY23 invoices based on cost were unbilled at the time of reporting. The missing usage for electricity has been estimated 0.01% (10MWh) and 3.66% (8,245GJ) for gas. 21 THE STAR ENTERTAINMENT GROUP 2023 ANNUAL REPORT ENVIRONMENT (CONTINUED) SUSTAINABLE DESIGN AND BUILDING EFFICIENCY The Star is committed to sustainable design and operations, and develops and operates its assets in alignment with its Environmental Management Policy, Sustainable Design and Operational Standards and its net zero Scope 1 and Scope 2 and resource performance targets. The Group’s Sustainable Design and Operational Standards, which can be found on the company website, www.starentertainmentgroup.com. au/environment, demonstrate the company’s commitment to green building ratings and building world class integrated resorts. The Standards, aligned with Green Star Performance standards, provide suppliers, builders, contractors and Property Operations teams recommendations by category to guide more sustainable design and material use. In FY23, The Star maintained its target that over 90% of portfolio by floor space was third party certified with a sustainability rating which includes NABERS, Green Star or EarthCheck. The Star Gold Coast’s Green Star Performance rating was also increased to three stars, which is equivalent to good practice (an increase of one star from its baseline rating of two stars), and existing Green Star commitments progressed in the development pipeline. The Group’s summary of third party certificated Green Star and NABERS ratings and commitments across is portfolio can be found within the company’s Sustainability Report at www.starentertainmentgroup.com.au/ environment. The Star continues to review and monitor building performance through its building optimisation and analytics systems. The energy and water savings and cost benefits from projects implemented are reported through the companies Energy and Water Project pipeline, now in its eighth year. In FY23, The Star has completed 1 upgrade project and 6 optimisation projects resulting in energy savings of 1,318MWh, carbon savings of 854 Tonnes (tCO2-e) and financial savings of $324,000. Resource and cost savings continue to be realised into FY24 as result of projects identified and implemented in FY23. 22 POTABLE WATER CONSUMPTION Water management forms part of the company’s sustainability strategy and targets. The company reduced its water consumption intensity (kL/SQM) in FY23 by 8.9% compared to FY13 (baseline), however was 21% short of target measured from FY13 to FY23 target completion year. The Star’s water consumption is inextricably linked with visitation and the services provided by its properties, including hotel facilities and the operation of kitchens, bars and restaurants. As a result of expected increases in visitation in FY23, compared to the restricted operations and property closures experienced FY22, water use has been impacted. As normal operations resume, it is anticipated water consumption will increase in line with FY19 levels and property visitation trends. Total potable water use for FY23 was 745ML. Water consumption per visitor decreased 7.4% in FY23 compared to FY22 from 56.22L/visitor to 52.08L/visitor and water consumption intensity measured by square metre was 2.41kL compared to 2.65kL/SQM in FY13 (base year). The Star continues to monitor consumption and performance. More information on water efficiency programs and projects underway can be found in The Star's FY23 Sustainability Report. THE STAR'S WATER CONSUMPTION 2.65 688,440 1.93 598,603 2.41 744,763 42.19 FY13 (Base Year) 56.22 52.08 FY22 FY23 Water Consumption (kL) Water Intensity (L/visitor) Water Intensity (kL/area) Notes: 1.69% of FY23 invoices based on cost were unbilled at the time of reporting. The missing usage for water has been estimated 6.8% (36ML). THE STAR ENTERTAINMENT GROUP 2023 ANNUAL REPORT FY23 WASTE AND RECYCLING OUTCOMES 30 Recycling streams diverted from landfill Including batteries, organics, soft plastics, cardboard, linen and uniforms. 46% Waste diversion in FY23 Representing a 13% increase from FY22 recycling rates THE STAR'S RECYCLING RATES 0.002 10% 0.03 FY13 (Base Year) 0.006 33% 0.17 FY22 0.012 46% 0.27 FY23 Recycling Rate (%) Recycling Rate Intensity (kg/visitor) Recycling Intensity (tonnes/SQM) The FY13 base year for waste has been recalculated. 'Recycling intensity' kg/visitor has been used in FY17 to FY23, not 'waste to landfill intensity' kg/visitor as used in FY16, which better reflects recycling performance. Waste data from the Gold Coast Convention and Exhibition Centre is provided in volume and has been converted tonnage to align with national waste data reporting. The 'Better Buildings Partnership Operational Waste Guidelines' July 2018 conversion factors have been applied. WASTE MANAGEMENT The Star is committed to reducing total waste volumes, improving waste diversion from landfill, reducing food waste at the point of generation and organics recycling and increasing the number of recycling streams across its properties. The Star is a member of the Australian Packaging Covenant Organisation and submitted its first annual report in the FY23 reporting year. In FY23, a new Waste and Recycling Strategy was implemented with a best practice, circular economy approach. The strategy focuses on opportunities to ‘close the loop’, including a continued focus on textile waste and the implementation of organics recycling at the Queensland properties. The Star’s waste and recycling figures include all waste generated from operations. Waste and recycling performance is benchmarked against the base year FY13 to track improvement. In FY23 recycling rates lifted for the Group by 13% to 46% compared to FY22 levels. This increase in landfill diversion rates was supported by an increase in textile recycling rates, donated furniture and equipment, in addition to increased co-mingled recycling tonnages. The Star’s food takeaway packaging is 98% compostable, targeting 100% as all packaging material solutions become available. During FY23, the Group continued its dynamic partnership with innovative textile recyclers to maintain ground- breaking pathways for obsolete uniform and linens and diverting 23 tonnes of material in 2023. Technologies have been deployed to weigh and monitor waste generation levels at source at The Star Sydney with further waste reviews conducted in FY23. Food donation partnerships continue with Oz Harvest with 67 tonnes of food donated to date. Waste and recycling performance and programs can be found on the company website, www.starentertainmentgroup.com.au/environment as well as The Star's FY23 Sustainability Report. 23 THE STAR ENTERTAINMENT GROUP 2023 ANNUAL REPORT ENVIRONMENT (CONTINUED) NATURE AND BIODIVERSITY CORYMBIA, THE STAR’S CARBON OFFSET AND NATURE-BASED FARM In December 2020, The Star procured a parcel of land in Gympie, QLD to establish its first carbon offset project with the intent to create a land for nature and for endangered species. The project forms part of the company’s strategy to achieve net zero Scope 1 and Scope 2 emissions from fully owned and managed assets by 2030 and will help support residual emissions offsetting. The company registered an Emissions Reduction Fund project with the Clean Energy Regulator named Lower Wonga Native Regeneration Project. During FY23 working closely with partners, 63,500 native trees and over 63 hectares have been planted in line with the revegetation plan. Audit work continues to generate ACCUs from the planting progress towards The Star’s net zero pathway. Initial biodiversity assessments were completed onsite to measure the abundance of native and pest species onsite and to establish a baseline for ongoing biodiversity monitoring. Annual assessments continue to measure the proximity and abundance of key species to the site, particularly koala and glossy black cockatoo. Sustainable agriculture opportunities are being explored to provide produce streams in The Star’s Queensland restaurants that support local farming communities. FY23 REVEGETATION PLAN 63,500 63+ Native trees were planted at Corymbia during FY23 Hectares of land were used in line with the Revegetation Plan 24 THE STAR ENTERTAINMENT GROUP 2023 ANNUAL REPORT TASK FORCE ON NATURE RELATED FINANCIAL DISCLOSURES Consistent with the commitments in the company’s Responsible Business, Sustainable Destinations strategy to contribute to support biodiverse ecosystems and curb nature loss, The Star is closely following the development of the Taskforce for Nature-related Financial Disclosures (TNFD). The TNFD is a framework developed to enable businesses to better understand, manage, and disclose their nature-related risks and opportunities. The TNFD is expected to release its final recommendations in September 2023. During FY23, The Star conducted a high-level preparedness assessment to begin aligning to the TNFD. This assessment identified the following possible actions, which will be explored from FY24 onwards: • Governance: establish formal oversight of nature-related risks and opportunities at The Star. • Strategy: conduct a nature-related risk and opportunity assessment on select aspects of The Star’s value chain. • Risk Management: review The Star’s existing processes relating to climate risk and supply chain risk and consider opportunities for integrating nature risk. • Metrics and Targets: review and where appropriate update The Star’s existing nature- related targets and report progress against these targets in future annual reporting. The Star expects to include further information on its approach to nature (including reporting progress on key nature-related initiatives such as Corymbia) in-line with the TNFD from FY24 onwards. UNITED NATIONS GLOBAL COMPACT The Star Entertainment Group is a participant of the UN Global Compact and reports in alignment with global sustainable development frameworks. In February 2021 the Group joined as a signatory to the UN Global Compact Network Australia. In line with membership requirements, the Group releases annual Communication of Progress reports which can be found on the UN Global Compact Network website, unglobalcompact.org. MODERN SLAVERY AND ETHICAL SUPPLY CHAIN The Star is committed to protecting and supporting the rights of people within our business and supply chain. We continue to develop our human rights due diligence process based on the United Nations Guiding Principles on Business and Human Rights to understand and address the risks of modern slavery. Through a review of our operations and data analysis of 99% of our direct suppliers in FY22, we have increased our understanding of modern slavery risks and continue to develop risk management and supplier engagement programs accordingly. With most of our direct suppliers located in Australia, the inherent risk for our supply chain is relatively low, however we understand that there may be risks deeper in our supply chain that we seek to better understand and manage. This program of work is ongoing, and undertaken by the Modern Slavery Working Group that comprises members from social responsibility, procurement, and employee relations teams. Modern slavery training is mandatory for our legal, procurement and supply chain teams. In FY23 we updated the on-line training module in line with the Global Slavery Index, and we are planning to conduct more detailed engagement with our teams and suppliers based on category specific risks. Our Whistleblower Protection Policy and whistleblower service encourages team members, suppliers, and their employees to raise issues anonymously and in multiple languages. This is communicated in our Supplier Code of Conduct, available on our website and in the training for on- premises contractors. As part of our obligations under the Modern Slavery Act 2018 (Cth), The Star provides an annual modern slavery statement that addresses reporting requirements during the financial year, which is submitted to the Australian Border Force Modern Slavery Register by 30 December each year. To read The Star’s Modern Slavery Statement FY22 (published December 2022) please visit starentertainmentgroup.com.au/ modernslavery. 25 THE STAR ENTERTAINMENT GROUP 2023 ANNUAL REPORT To support our continued ability to self-insure for workers’ compensation purposes, an external audit was conducted in early 2023 which included a review of our Safety Management System and its implementation in key departments. Our overall score was 87% which represented an improvement on our previous 2021 audit result and significantly exceeded the pass requirement of 70%. Irrespective of this achievement, our total recordable incident frequency rate, based on accepted workers’ compensation claims, has increased to 16.9. A review of our injury data shows a trend for team members to suffer more injuries in their first year of work for The Star than those who have been with us for longer, albeit these injuries are typically the result of low consequence incidents. These insights have underpinned an increased focus on manual handling training and the training needs of our apprentices. In addition, we have made bespoke online health and safety risk management and hazard identification training available to all team members. PEOPLE SAFETY AND WELLBEING The COVID-19 pandemic had a profound impact on people’s mental health, creating unprecedented challenges and exacerbating existing mental health issues. The prolonged disruption to daily routines, financial insecurity, and loss of social connections have contributed to increased stress, anxiety and depression in the community. Our team members and guests have not been immune to these impacts. For our community, the pandemic has not been the only challenge — the findings from the Bell and Gotterson reviews have triggered considerable organisational change. We are mindful that psychosocial risks at work, such as the effectiveness of change management, can impact team members’ mental health. As such, a key focus has been training leaders to provide open and transparent communication to destigmatise mental health issues and to foster a culture of understanding, inclusion, care and support. We are committed to continuous improvement and having controls in place to ensure psychological safety and wellness will continue to be reviewed and strengthened. We have prioritised raising awareness about mental health and wellness through various communication channels. Our intranet, email newsletters and internal social platforms provide regular updates on mental health resources and initiatives including Unmind — our mental health toolkit. Awareness facilitated by activities such as leader-led 'Safety Shares' and 'Wellness Week' have provided opportunities to encourage and teach our people to build resilience, look out for one another and recognise when colleagues might be struggling, to have supportive conversations and to support referrals to both leaders and our Employee Assistance Program. We have established wellbeing metrics to track progress and to identify areas for improvement as we endeavour to align initiatives with the evolving needs of our people. Through team member surveys and feedback mechanisms, we gather valuable insights regarding the effectiveness and perceived impact of our programs. This data helps us identify trends, understand specific challenges faced by different employee groups, and make informed decisions to refine and expand our initiatives. We regularly review our wellbeing metrics to ensure they capture the holistic nature of mental health and reflect the evolving understanding of wellbeing in the workplace. 26 THE STAR ENTERTAINMENT GROUP 2023 ANNUAL REPORT Three significant health and safety projects were conducted in FY23; an in-depth review of all safety procedures for the swimming pools at each of our properties; an examination of the factors impacting our increased injury claim rate; and the replacement of all balustrade glass on one of our recently completed towers at the Gold Coast. Two panels of balustrade glass spontaneously broke which triggered a comprehensive risk review by external consultants. With team member and guest safety at the forefront of all decision making and with an abundance of caution, The Star commenced a balustrade glass replacement program for the entire building. The Star will continue to reinforce and strengthen our safety practices, behaviours and culture across all areas of the organisation in FY24. The Star recognises that the wellbeing of our people is important because healthy people are safer, happier, more resilient, more collaborative and more engaged. This results in better, more effective decisions for themselves, their colleagues and The Star. FY23 SAFETY MANAGEMENT OUTCOME 87% Audit result Significantly exceeding 70% pass requirement score. The Star recognises that the wellbeing of our people is important because healthy people are safer, happier, more resilient, more collaborative and more engaged. SECURITY AND SURVEILLANCE The Star continues to deliver 24/7 security and surveillance monitoring in addition to Standard Operating Procedures that deal with and respond to any suspected undesirable conduct across its three venues in Sydney, Gold Coast and Brisbane. Facial recognition technology now operates at The Star Sydney and The Star Gold Coast and will be implemented at The Star Brisbane. This technology is an effective tool used to assist in harm prevention and for managing excluded persons who attempt to enter our premises in contravention of their prevention of entry orders. Previously this process relied heavily on the recall of staff or information voluntarily supplied from third parties. Recognising the importance of privacy concerns, The Star does not use the technology for any other purpose. In a further harm minimisation initiative, The Star also deployed Patron Scan devices to all Main Gaming Floor Entry point locations in Sydney, together with associated technology that includes Face to Photo verification and digital signature pads to assist in detecting minors. This represented an upgrade on the previous mobile device technology with each entry point now equipped to compare the person attempting to gain entry with the identification article produced — most commonly a driver’s licence. Across the Group, a multi-million-dollar uplift to move from a 30-day to a 90- day retention of CCTV footage is being implemented at the Sydney and Gold Coast properties and in future at The Star Brisbane as part of new regulatory requirements. The Star has more than 7,000 CCTV cameras installed across its three properties and has almost 500 team members working in the security and surveillance department. More than 100 additional team members will be employed for security and surveillance operations at The Star Brisbane, and the overall number of CCTV cameras in operation across the Group will increase to almost 10,000 when the transformational multi-billion-dollar project comes online. 27 THE STAR ENTERTAINMENT GROUP 2023 ANNUAL REPORT PEOPLE (CONTINUED) DIVERSITY, INCLUSION AND BELONGING The Star has an unwavering commitment to diversity, equity and inclusion. We are proud of our team member-led network groups, Balance@TheStar, Proud@TheStar, Unity@TheStar and Reconciliation@TheStar. BALANCE@THESTAR We aim to promote gender equity in all aspects of our business by championing change and advocating opportunities for all individuals. Our Target Previously set at 45% female and 45% male representation of leaders (levels 1–4) (with the remaining 10% reflecting scope for non-binary gender identities). Workplace Gender Equality Agency (WGEA) Compliance Report On 31 May 2023, The Star submitted its annual compliance report to the Workplace Gender Equality Agency. The Star reported an organisation-wide gender pay gap for total remuneration for the 2022–23 reporting period at 4.5% compared to 6.7% from the previous year and the Australian national standard of 22.8% (as of March 2022)*. The Star’s overall female representation is at 46%. Female representation in leadership (Level of Work 1–4) has increased from 37.7% to 39.9% in the past 12 months, whilst the Board composition sits at 40% as of 1 August, 2023 compared to the target of 30%. Group Leadership Team composition has also improved and is currently at 50% as of 1 August, 2023. Recognitions The Star was ranked #4 in the Top 101 Companies for Women published in the Herald Sun on March 2023 in collaboration with Work180. *Source: WGEA, www.wgea.gov.au. 28 Workplace Gender Equality Agency — WGEA Employer of Choice for Gender Equality The Star is a proud recipient of the WGEA Employer of Choice for Gender Equality (EOCGE) awarded in March 2022. EOCGE is a recognition of employers in Australia that have a genuine commitment to gender equity. International Women’s Day On 8 March 2023, in celebration of International Women’s Day (IWD), The Star conducted its first in person, as well as virtual Balance@TheStar panel discussion. This year, The Star aligned with the UN Women of Australia theme for IWD which is #CrackingTheCode: Innovation for a gender-equal future. This theme was focused on breaking norms and disrupting 'business as usual' to accelerate equality. The event was attended by 177 team members in person and online. Balance@TheStar plays a key role in delivering initiatives all year round. Some of the initiatives delivered include: • Annual Walk & Talk event, conversations on gender equity within the workplace, and networking with leaders from around the business to help share an understanding of barriers. • Updated Paid Parental Leave Policy. • Dedicated Parents’ Rooms in each of our properties. • Parents and Carers Community’s Keeping in Touch Days to support team members during parental leave. • Looking at gender pay in like-for-like roles as part of our annual remuneration review process. Other celebrations include: • National Carers Week. • International Equal Pay Day. • Movember. • International Men’s Day. THE STAR ENTERTAINMENT GROUP 2023 ANNUAL REPORT PROUD@THESTAR The Star’s LGBTQI+ employee-led network group aims to create a safe and inclusive work environment providing LGBTQI+ team members a platform of support and representation, to participate in LGBTQI+ days of significance and to become an ally and friend of the community. Australian Workplace for Equality Index In November 2022, The Star received a Gold ranking in the prestigious Australian Workplace Equality Index (AWEI). To maintain Gold, The Star will once again participate in this year’s AWEI iteration and will commence with a Foundation (Bronze) submission, followed by an Advance (Gold) submission in January 2024. Proud@TheStar initiatives include: • Internal Ally Training. • Trans and gender-diverse awareness training for HR professionals. • Review of LGBTQI+ HR inclusive policies such as Domestic and Family Violence Policy, Parental Leave inclusive of surrogacy, adoption, foster and guardianship, and chosen families. • Review of Gender Affirmation guide to support team members and leaders in their affirmation journey. • Providing resources on LGBTQI+ inclusive and negative language guides for leaders and team members. • LGBTQI+ inclusive recruitment. Days of Significance include: • IDAHOBIT celebrations. • Wear it Purple Day. • Intersex and Asexual Awareness Day. • Sydney Mardi Gras and participation in the World Pride 2023. • International Transgender Day of Remembrance. • Transgender Day of Visibility. The Star has trained LGBTQI+ related Grievance Officers and an advisory board to help team members in all matters relating to gender affirmation advice, bullying and harassment, trans and gender diverse matters and so much more. 29 THE STAR ENTERTAINMENT GROUP 2023 ANNUAL REPORT PEOPLE (CONTINUED) UNITY@THESTAR The Star supports cultural diversity and inclusion for all and is driving leadership representation and professional development for our Asian team members, aiming for 20% Asian representation at senior leadership level. The Star is committed to a welcoming workplace. We recognise the unique insights, perspectives, and backgrounds of each team member. Ambassador’s Program Program Overview: Achieve an honest dialogue through a safe and semi-structured series of conversations, to share information and gain a better understanding of what impacts the career objectives and aspirations of our culturally and linguistically diverse (CALD) leaders and team members. In August 2022, four members of the Group Leadership Team and 11 CALD leaders completed the program which concluded with a graduation ceremony at The Star Gold Coast. Other initiatives include: • Unity/Belonging Week. • Lunch and Learn. • Stories@TheStar. Celebrating all cultures at The Star The Star believes that embracing and recognising the rich tapestry of backgrounds, traditions, and perspectives helps create an inclusive workplace where everyone feels valued and respected. The Star celebrates: • Lunar New Year. • Harmony Day. • International Day Against Racism. • Ramadan, Eid al-Fitr. • Diwali celebrations. 30 THE STAR ENTERTAINMENT GROUP 2023 ANNUAL REPORT RECONCILIATION@THESTAR The Star Entertainment Group’s vision for reconciliation is an Australia that is fair and inclusive and celebrates Australia’s First Nations people and culture. We recognise the importance of working in respectful partnership with Aboriginal and Torres Strait Islander people and businesses to create sustainable and collaborative opportunities for a reconciled Australia. Reconciliation@TheStar employee network group meets monthly to learn, share and work together toward reconciliation through the following priorities: • Awareness and education. • Community and team engagement. • Local approach. Our Mission • Create meaningful engagement with our Aboriginal and Torres Strait Islander team members. • Create safe and inclusive spaces for team members and guests. • Support Aboriginal and Torres strait islander communities and businesses. Initiatives include: • Participation in the First Nations Employment Index 2022 and upcoming 2024. • Partnership with National Indigenous Culinary Institute to help create highly skilled Indigenous chefs by providing apprentices with appropriate training and mentorship. NAIDOC Week NAIDOC week celebrations highlight the rich and diverse cultures, histories, and achievements of Aboriginal and Torres Strait Islander peoples. NAIDOC week is an opportunity to learn about, support, and participate in celebrations of the oldest continuous living cultures on Earth. Concept image for illustrative purposes only. Nevile Bonner Bridge, Queen’s Wharf Brisbane The life and legacy of Australia’s first Indigenous parliamentarian, Neville Bonner, is being honoured with the naming of the Neville Bonner Bridge. The inner-city pedestrian bridge is part of the Queen’s Wharf Brisbane development. Named Australian of the Year in 1979 and appointed an Officer of the Order of Australia in 1984, Senator Neville Bonner worked tirelessly to help Aboriginal people retain their cultural identity while acquiring the economic, educational, and social opportunities that non-Indigenous Australians took for granted. He is remembered for the contribution he made to increasing understanding of the rich cultural heritage of Aboriginal people. The Neville Bonner Bridge will link both sides of the Brisbane River, forming a stronger connection between the popular South Bank arts and cultural precinct and the future Queen's Wharf Brisbane precinct. Days of Significance include: • National Close the Gap Day. • Reconciliation Week. • NAIDOC Week. • Indigenous Literacy Day. 31 THE STAR ENTERTAINMENT GROUP 2023 ANNUAL REPORT PEOPLE (CONTINUED) EMPLOYEE ATTRACTION AND DEVELOPMENT The Star is committed to learning, training and development programs that continue to build the talent of our people, deliver outstanding guest experiences and ensure all regulatory requirements are met. Our team members are at the centre of what we do and making sure all are equipped with the necessary skills and training to do their roles effectively, is critical. The Star’s commitment to meeting new regulatory requirements, regaining the trust of stakeholders and returning to suitability in NSW and Queensland, is reflected in the development of a comprehensive draft remediation plan and the design and delivery of an Internal Control Manual uplift project. The necessary training requirements as part of updating our systems, processes and policies have also been established. Four new training modules were created and numerous more updated in line with the uplift requirements. Team members are required to read and understand the new policies and compliance framework and complete the corresponding training. The Star’s training modules will not only ensure compliance and regulatory standards are satisfied but they will also contribute to our team members’ development through an uplift in skills. In FY23, The Star launched a campaign titled 'Raise It', aimed at creating a workplace where all team members are encouraged and empowered to raise concerns with their leaders or by utilising other escalation options. New, mandatory Whistleblower Training for all team members in the business, was also created. 32 THE STAR ENTERTAINMENT GROUP 2023 ANNUAL REPORT THE STAR ACADEMY The Star is dedicated to building talented teams that provide outstanding experiences for our guests. The company’s learning, training and development programs focus on upskilling team members and leaders across all our locations. To facilitate and deliver on its commitment to train team members, The Star Academy centres around three pillars of learning: The Leadership Centre, The Foundation Centre and The Skills Centre. LEADERSHIP CENTRE As part of the ‘Raise it’ Program, a face-to-face training program for managers with direct reports, was activated. This was designed to help managers respond supportively to staff who flag breaches and other reportable events. Key data and reactions to the first stage of training program included: • 294 participants. • 61% feedback response rate. • 95% of participants agreed that the training helped them. • 93% satisfaction with the training. In FY23, The Star’s Leadership Centre saw the Discovery Suite and Supernova leadership development programs completed. The Discovery Suite delivered a package of development modules designed to elevate the capability of The Star’s leaders. The Supernova program was introduced as a specialised leadership program to support the development of those in the organisation, who were identified as part of a FY22 talent review of future leaders. Key data from the Supernova (high performer) program included: • 84% completion rate. • Increased engagement scores for the 20 high performing leaders who completed the Supernova program. (This was especially noteworthy in the growth, mentoring and openness scales, which averaged 1.2 points above the benchmark). • 57% of participants experienced a positive move into a new role or are now in an ‘Achieving Leader’ pool. • All candidates completed an externally facilitated 360 feedback and coaching session. FUTURE LEADERSHIP PLANS • Launching a revitalised mentoring program targeted at middle and senior managers. • A 'Lunch and Learn' Program with risk, compliance and legal seminars. • Leadership Development as part of The Star’s remediation program. THE FOUNDATION CENTRE The Star’s signature program ‘Star Quality’ is run from The Foundation Centre, along with numerous development programs for team members. Learning modules are offered virtually and face to face facilitation occurs through business leaders, and specialist learning and development facilitators. THE SKILLS CENTRE The Skills Centre is home to all technical training, providing team members specialised training and development opportunities. It is home to The Star Graduate Program, The Star Culinary Institute and the Food and Beverage Skills Program. 33 THE STAR ENTERTAINMENT GROUP 2023 ANNUAL REPORT THE STAR CULINARY INSTITUTE Despite the challenge of labour shortages in the hospitality industry across Queensland and Australia, The Star Culinary Institute (SCI) continues to attract, nurture, and develop apprentices, who are highly skilled in the kitchen, and passionate ambassadors for the industry. SCI offers full-time and school-based apprenticeships across Commercial Cookery, Retail Bakery and Patisserie. In FY23, 10 apprentices completed the program, with 80% of those finding full-time roles at The Star. Over the past 11 years, the program has welcomed over 500 apprentices. The success of SCI is highlighted by the outstanding achievements of graduates at local and international competitions, such as the WorldSkills Australia National Championships and the Queensland Tourism Industry Council Salute to Excellence Awards. In FY23, The Star continued to support the National Indigenous Culinary Institute, a leading organisation aimed at connecting aspiring First Nations chefs with some of Australia’s leading restaurants. FOOD AND BEVERAGE SKILLS In FY23, 1599 Food and Beverage team members participated in various onboarding and training sessions through The Star Academy. Of 79 team members assessed, 71 were successful in moving up a to a level 3 standard. PEOPLE (CONTINUED) THE STAR GRADUATE PROGRAM Established in 2018, 57 tertiary-educated graduates have been welcomed across the Technical, Hospitality and Corporate programs. In January 2023, a new cohort of nine graduates was welcomed and in March 2023 the FY22 cohort held their graduation at The Star Gold Coast. The Star Graduate Program has maintained very high levels of employability and retention, with 30 graduates who completed the program securing full-time roles with the business. 34 THE STAR ENTERTAINMENT GROUP 2023 ANNUAL REPORT COMMUNITY COMMITMENT AND DEVELOPMENT The Star prides itself in supporting a range of charities, not-for profits and community organisations in Brisbane, the Gold Coast and Sydney. GIVIT has continued as The Star’s National Community Partner and we have worked together collaboratively on several initiatives that support both GIVIT directly and the 4,500 organisations with which they partner. In the 2023 financial year The Star continued its support of GIVIT’s Spring Clean campaign by donating the contents of The Star Sydney’s Darling Hotel to NSW communities including to Resilient Lismore and Rebuilding the Northern Rivers to help flood-hit residents move back into their homes. The furniture and household items were also given to the Dr Steve Burroughs Foundation for remote Indigenous First Nations communities. At The Star Sydney, investment continued into local community groups and events to play our part in the Pyrmont community. In 2022 our food and beverage teams volunteered their time at the Christmas In Pyrmont festival to raise funds for several local groups — Barnardos Yurungai Learning Centre, Ultimo Public School Music Program and the Uniting Harris Community Centre Emergency Relief Program. Additionally, The Star sponsored the Pyrmont Food and Wine Festival working with the Pyrmont Ultimo Chamber of Commerce to showcase the best of NSW food, wine and local artists. Treasury Brisbane’s landmark partnership with The Royal National Agricultural and Industrial Association of Queensland’s Royal Queensland Beer and Wine Awards continued in 2022. Treasury’s involvement with the Awards fosters emerging talent in the Queensland craft brewing and winemaking industry and supports those companies that employ and nurture that talent. Treasury also continued as the Presenting Partner of The Brisbane Portrait Prize, a growing art prize dedicated to celebrating Brisbane portrait artists and their sitters, while encouraging public engagement with the arts. In November 2022 The Star presented a Showcase of Portrait Prize finalists at Ryan’s on the Park, using the backdrop of the Treasury Brisbane Hotel to frame 10 portraits. Treasury was also the home of one of the more unlikely sights in the Brisbane CBD in January 2023. To support Queensland Fruit and Vegetable Growers’ '100 years of horticulture' celebration Queens Gardens was transformed overnight into a pineapple farm. More than 2,000 pineapple plants were placed in rows as a way of connecting consumers to the food we eat and the farmers who produce it. 35 THE STAR ENTERTAINMENT GROUP 2023 ANNUAL REPORT PEOPLE (CONTINUED) The Star Gold Coast was proud to again support two icons of the Gold Coast: Surf Life Saving Queensland and Currumbin Wildlife Hospital. The Star Gold Coast continued to host, support and mentor the Surf Woman of the Year Awards, promoting women’s leadership and empowerment across both the Gold Coast and Queensland. The Star Gold Coast also hosted Currumbin Wildlife Sanctuary’s 75th anniversary, raising vital funds to help treat sick and injured animals as well as supporting the Sanctuary and Hospital’s owner, the National Trust Queensland, to protect, conserve and celebrate Queensland’s environmental, built, and cultural heritage. The Star’s team members continued to support charities, community groups, sporting clubs and local schools through the 'Open Your Hearts' employee giving program. Established in 2008, it continues to be a popular way for hard-working team members to show their appreciation to local organisations that they care about and spend their spare time supporting. 36 OTHER PARTNERSHIPS Alongside numerous community, charity and not-for-profit partnerships, The Star is committed to supporting events and programs that foster local spirit and pride in the cities where team members live and work. The Star Sydney continued its strong partnerships with sporting organisations and cultural events important to the city, including NSW Rugby League, Sydney FC, Australian Turf Club thoroughbred race meets, including The Star Championships and the showcase event for the Sydney Spring Racing Carnival, The Everest. In Brisbane, The Star commenced a new five-year partnership with The Brisbane Broncos as a Premier Partner of the NRL team as well as an Official Partner of the club’s NRLW team. The Star continued a partnership of more than 16 years with the Brisbane Racing Club through The Star Stradbroke Season, the most prestigious mid-year event on Australia’s thoroughbred racing calendar. The Star was also proud to support longstanding, iconic cultural events The Brisbane Festival, The Lord Mayor’s Christmas Carols and Queensland’s premier fashion event, The Brisbane Fashion Festival. With the aim to help drive tourism and visitation outcomes to the region, The Star Gold Coast continued with several showcase events including as Naming Rights Partner of the Gold Coast Magic Millions Carnival and Raceday and the Gold Coast Women of the Year Gala awards. THE STAR ENTERTAINMENT GROUP 2023 ANNUAL REPORT KEY PROJECTS QUEEN’S WHARF BRISBANE Anticipated to open progressively from April 2024 and delivered by Destination Brisbane Consortium, Queen’s Wharf Brisbane is a $3.6 billion joint venture development comprising The Star and its Hong Kong based partners, Chow Tai Fook Enterprises Limited and Far East Consortium International Limited. Concept image for illustrative purposes only. Positioned to provide a wide range of ‘quintessentially Queensland’ experiences, and significant economic benefits for the State and the nation, the development merges state-of-the-art contemporary architecture with heritage buildings in an exciting new precinct that will embrace Brisbane’s subtropical climate and outdoor river-city lifestyle. The 2023 financial year saw further milestones reached for the development, including: • Significant art commissions for the precinct: • Being Swallowed by the Milky Way: An 8-metre high, 8-tonne bronze sculpture by internationally renowned artist Lindy Lee. • Lungfish Dreamz: A supersized mosaic wall mural of Australian lungfish by local artist Samuel Tupou. • A Cottage Year: A high-tech interactive digital light installation for the heritage listed The Printery Office by husband-and-wife team Alinta Krauth and Jason Nelson. • Sheila: A larger-than-life five tonne goddess- like bronze sculpture by Justene Williams. • Inhabitant: A 15-metre floating art garden depicting native plants by exciting First Nations artist Tony Albert. • Destiny: A super structure of three mullets by the late Indigenous artist Wukun Wanambi. • The Neville Bonner Bridge touching down at Queen’s Wharf Brisbane after two years of construction. • Continued restoration and repurposing of heritage buildings including the former Department of Primary Industry’s, The Printery, and Harris Terraces. • The handover of several dining, entertainment and gaming areas on Levels 5 and 6 of the integrated resort. • The iconic Sky Deck was lifted into place on 23 July 2023 linking the hotel and residential towers. The Queen Wharf Brisbane development will continue to take shape in FY24 including construction, fit out works, and hand over in relation to other areas prior to planned April 2024 progressive opening. The Star will continue to operate Treasury Brisbane until the new integrated resort opens and the transition to the new casino occurs. 37 THE STAR ENTERTAINMENT GROUP 2023 ANNUAL REPORT KEY PROJECTS (CONTINUED) THE STAR GOLD COAST The Star Gold Coast masterplan continued to progress in FY23. After Tower 1, showcasing a Dorsett hotel and The Star Residences, opened in early 2022, the focus shifted to the ongoing construction of Tower 2. This $400 million, 65-storey mixed-use tower being delivered by Destination Gold Coast Consortium, a joint venture development comprising The Star and its Hong Kong based partners, Chow Tai Fook Enterprises Limited and Far East Consortium International Limited, is well advanced. It is due for completion in late 2024. The tower, the second of five in the $2 billion-plus masterplan for Broadbeach Island, will include: • A five-star luxury lifestyle hotel. • The second stage of The Star Residences. • Additional restaurants, cafes, and nightlife venues. • A comprehensive pool deck with complimentary amenities. As approved by the Queensland Government in November 2018, The Star Gold Coast’s masterplan provides potential for a further three towers on Broadbeach Island, as well as significant additional resort facilities, dining precincts, bars and cafes, and entertainment areas. THE STAR SYDNEY The 2023 financial year saw the delivery of key projects, and the continuation of significant milestones at The Star Sydney. These included: Refurbishment works at The Darling: Sydney’s only Forbes five-star boutique hotel and urban resort is continuing its current refurbishment. The project is due for completion in the second half of calendar year 2023. Infrastructure and Back of House Projects: The commencement and completion of key infrastructure and back of house projects in FY23 included: • The upgrade of back of house staff amenities, locker and changeroom facilities. • The upgrade and refresh of The Star Station, as part of the Sydney Light Rail Network. 38 THE STAR ENTERTAINMENT GROUP 2023 ANNUAL REPORT DIRECTORS’, REMUNERATION AND FINANCIAL REPORT DIRECTORS' REPORT AUDITOR'S INDEPENDENCE DECLARATION REMUNERATION REPORT FINANCIAL REPORT Consolidated Income Statement Consolidated Balance Sheet Consolidated Statement of Cash Flows Consolidated Statement of Changes in Equity Notes to The Financial Statements DIRECTORS' DECLARATION INDEPENDENT AUDITOR'S REPORT PLEASE NOTE: The above page numbering is from the original Directors', Remuneration and Financial Report released to the ASX on 29 August 2023. 1 26 27 46 46 47 48 49 50 105 106 39 THE STAR ENTERTAINMENT GROUP 2023 ANNUAL REPORT DIRECTORS' REPORT FOR THE YEAR ENDED 30 JUNE 2023 THE STAR ENTERTAINMENT GROUP LIMITED ACN 149 629 023 ASX Code: SGR and its controlled entities 40 THE STAR ENTERTAINMENT GROUP 2023 ANNUAL REPORT DIRECTORS' REPORT FOR THE YEAR ENDED 30 JUNE 2023 The Directors of The Star Entertainment Group Limited (the Company) submit their report for the consolidated entity comprising the Company and its controlled entities (collectively referred to as the Group) in respect of the financial year ended 30 June 2023. 1 DIRECTORS The names and titles of the Company's Directors in office during the financial year ended 30 June 2023 and until the date of this report are set out below. Directors were in office for this entire period unless otherwise stated. Directors David Foster a Robbie Cooke b Michael Issenberg c Deborah Page AM d Anne Ward e Chairman and Non-Executive Director Managing Director and Group Chief Executive Officer Non-Executive Director Non-Executive Director Non-Executive Director Former Ben Heap f Gerard Bradley AO g Katie Lahey AM h Richard Sheppard i a Chairman and Non-Executive Director Non-Executive Director Non-Executive Director Non-Executive Director Appointed as Chairman on 31 March 2023. Appointed as Non-Executive Director on 15 December 2022 following the receipt of all necessary regulatory approvals. Appointed as Group Chief Executive Officer on 17 October 2022 with regulatory approvals in NSW pending. Commenced as Managing Director on 18 November 2022 following the receipt of all necessary regulatory approvals. Appointed as Non-Executive Director on 11 July 2022 following the receipt of all necessary regulatory approvals. Appointed as Non-Executive Director on 13 March 2023 following the receipt of all necessary regulatory approvals. Appointed as Non-Executive Director on 18 November 2022 following the receipt of all necessary regulatory approvals. Retired as Chairman and Non-Executive Director on 31 March 2023. Retired as Non-Executive Director on 31 October 2022. Retired as Non-Executive Director on 30 December 2022. Retired as Non-Executive Director on 22 November 2022. b c d e f g h i 2 OPERATING AND FINANCIAL REVIEW The Operating and Financial Review for the year ended 30 June 2023 has been designed to provide shareholders with a clear and concise overview of the Group’s operations, financial position, business strategies and prospects. The review also discusses the impact of key transactions and events that have taken place during the reporting period and material business risks faced by the Group, to allow shareholders to make an informed assessment of the results and future prospects of the Company. The review complements the Financial Report and has been prepared in accordance with the guidance set out in ASIC’s Regulatory Guide 247. 2.1 PRINCIPAL ACTIVITIES The principal activities of the Group are the management of entertainment and leisure destinations with gaming, entertainment and hospitality services. The Group operates The Star Sydney (SSyyddnneeyy), The Star Gold Coast (GGoolldd CCooaasstt) and Treasury Brisbane (BBrriissbbaannee). The Group also manages the Gold Coast Convention and Exhibition Centre on behalf of the Queensland Government and invests in a number of strategic joint ventures. The Group owns Broadbeach Island on which The Star Gold Coast casino is located. On 17 October 2022, the Group received written notice from the New South Wales Independent Casino Commission (the NNIICCCC) under section 23(4)(a) of the Casino Control Act 1992 (NSW) (the AAcctt) that The Star Pty Limited (TThhee SSttaarr), being the New South Wales (NNSSWW) casino licence holder and wholly owned subsidiary of the Group, has had its licence suspended indefinitely, with effect from 9am on Friday, 21 October 2022. Also effective from this date, the NICC appointed a Manager of the Sydney casino under section 28 of the Act. The Manager's appointment, initially for a period of 90 days, was extended on 16 December 2022 by 12 months to 19 January 2024, unless terminated earlier by the NICC. 1 1 41 THE STAR ENTERTAINMENT GROUP 2023 ANNUAL REPORT DIRECTORS' REPORT FOR THE YEAR ENDED 30 JUNE 2023 On 9 December 2022, the Group received written notice from the Queensland Attorney-General, The Honourable Shannon Fentiman MP and the Queensland regulator, the Office of Liquor and Gaming Regulation (OOLLGGRR), of the following disciplinary action under section 31 of the Casino Control Act 1982 (Qld) in relation to its subsidiaries, The Star Entertainment QLD Limited (the licensee of Treasury Brisbane) and lessee of The Star Gold Coast and The Star Entertainment QLD Custodian Pty Ltd (the licensee of The Star Gold Coast):  The Treasury Brisbane and The Star Gold Coast casino licences are to be suspended for a period of 90 days on a deferred basis with effect from 1 December 2023; and  A Special Manager has been appointed to monitor operations of Treasury Brisbane and The Star Gold Coast. 2.2 BUSINESS STRATEGIES The Group is committed to delivering sustainable outcomes for guests, team members, shareholders and the communities where it exists, by providing entertainment, gaming and leisure experiences in a safe, responsible and ethical way. This will be done by finalising and embedding the company's new values to lead the organisation with a focus on safer gambling and good business practices. Key strategic priorities for the Group:  Remediation measures  Comprehensive and urgent focus on remediation actions including cultural transformation  Achieve suitability and have licence suspensions lifted; and  Repair and strengthen the Group's relationship with relevant regulators and other stakeholders.  Manage planned capital expenditure programs to deliver value and returns for shareholders; and  Identify, retain, develop and engage a highly talented team of employees across properties and the Group. In FY24, management’s focus will be on the following key areas:  Operations  Prepare for the introduction of cashless and carded play;  Sustain the benefits of the recent cost reduction and operational initiatives;  Complete the refinancing of existing debt funding arrangements;  Complete the appointment of key executive roles; and  Manage the competitive impact in Sydney.  Major projects  Queen's Wharf Brisbane - complete construction, manage costs, prepare for the phased opening; and  Gold Coast - progress the construction of Tower 2.  Asset sales  Complete the sale of the Sheraton Grand Mirage Resort Gold Coast; and  Explore options for each of the Treasury Brisbane assets. 2.3 GROUP PERFORMANCE The Bell and Gotterson Reports found the Group unsuitable to hold casino licences in NSW and Queensland. As a result, the Sydney Casino licence was suspended indefinitely from 21 October 2022. A deferred licence suspension was announced for the Queensland Casino licenses, effective from 1 December 2023 (for a period of 90 days) providing the Group an opportunity to remediate its management and operations and return to a position of suitability. The NICC appointed a Manager to manage the casino operations of The Star Sydney. The Queensland Attorney-General and OLGR announced the appointment of a Special Manager to monitor the casino operations of the Queensland properties. During the period of its licence suspension, The Star Sydney remains open and operating, and net earnings continue to be paid to The Star after payment of the Manager’s costs. The Queensland casinos pay the costs of the Special Manager and remain open and operating. 2 42 2 THE STAR ENTERTAINMENT GROUP 2023 ANNUAL REPORT DIRECTORS' REPORT FOR THE YEAR ENDED 30 JUNE 2023 During FY23 the remediation focus was to uplift in high-risk areas of the casinos' operations and to address priorities communicated to the Group by the Manager of The Star Sydney casino. The uplifts included improvements to Financial Crime management, and implementation of Internal Controls Manuals (ICMs) in both states. The Group also commissioned a Root Cause Analysis by Deloitte to inform the remediation program, and is developing a culture renewal road-map following an external review undertaken by The Ethics Centre. Managerial appointments have been made in key risk areas, the Legal and Risk functions have been split, and Board renewal has materially progressed. A comprehensive draft remediation plan has also been formally submitted for review in both NSW and Queensland. The Group takes its obligations seriously and considers the ability to hold a casino licence as a privilege. The Board and senior management are learning from the lessons of the past, acknowledge the gravity of the conduct raised in the Bell and Gotterson Reports, and accept that the Group did not live up to the trust placed in it by the people of NSW and Queensland. The Group is absolutely focused on improving and returning to suitability in NSW and Queensland. The Group started FY23 positively. COVID-19 restrictions began easing in late 2H FY22, allowing for the return to more normal operating conditions. 1H FY23 saw a number of strong monthly revenue results, particularly in Gold Coast and Brisbane, as the properties enjoyed strong domestic tourism and pent-up demand following the relaxing of COVID-19 enforced restrictions. However, conditions turned in Sydney and Gold Coast in 2H FY23. Factors impacting the operating performance included: the implementation of uplifted controls, which necessarily resulted in increased exclusions; the important uplifting of risk and compliance resourcing; the introduction of competition during the period in the Sydney table games market; some operating restrictions impacting customer experience; and weaker consumer discretionary spending. The prior comparative period (ppccpp) was materially impacted by COVID-19, with the Sydney property closed for 102 days, the Queensland properties closed for up to 12 days each, and operating restrictions in place otherwise. The Group recorded no International VIP Rebate activity in FY23 following the suspension of all international and domestic rebate programs in May 2022 in response to the Bell Review. Earnings before interest, tax, depreciation and amortisation (EEBBIITTDDAA) (excluding significant items) of $317.4 million was up 33.6% on the pcp. Statutory and normalised results for FY23 are consistent given there was no International VIP Rebate business revenue. Net revenue of $1,867.5 million was up 22.3% on the ppccpp. Domestic gaming revenue increased 17.4%, with growth in both slots (19.7%) and tables (15.1%). Non-gaming revenue was also up 48.4%, buoyed by a strong domestic tourism market and the return of conferencing events, particularly in Gold Coast. The properties started the period strongly, however results softened in 2H due to the significant and rapid deterioration of operating performance. Gaming taxes and levies of $456.1 million were up 20.3% on the pcp, in line with increased domestic gaming revenues. The average tax rate increased during the year primarily due to the changes to the Casino Control Act 1992 (NSW) which tax slots free play effective from 5 September 2022. Operating costs of $1,094.0 million were up 20.1% on the pcp. Increased costs reflect the higher underlying activity levels across the properties and the step-up in remediation costs. Significant expense items ($2,824.8 million before tax) relate to the impairment of The Star Sydney, The Star Gold Coast and Treasury Brisbane; regulatory, fines, penalties, duty, consultants, legal and other costs; debt refinancing costs; redundancy costs; and software- as-a-service implementation costs; partially offset by profit on sale of assets. Depreciation and amortisation expense of $195.3 million was down 6.2% on pcp, primarily driven by the impairment of The Star Sydney assets during the year. Finance costs of $56.5 million (excluding significant items) were up 12.5%, due to the impact of the higher average cash rate (2.98% vs 0.18%) on the Group's variable rate debt, partially offset by lower average debt balances from repayment of a portion of the debt following the capital raising in March 2023. Net loss after tax was $2,435.2 million. Normalised1 net profit after tax, excluding significant items, was $41.3 million. Basic and Diluted Loss per Share were both 211.7 cents (both 21.3 cents in the pcp). 2.4 GROUP FINANCIAL POSITION No final dividend was declared, in accordance with the conditions of debt covenant waivers which restrict further cash dividends from being paid until the Group’s gearing, which represents the ratio of net debt to 12 month trailing statutory EBITDA, is below 2.5 times, the Group returns to suitability and all the Group’s casino licences are in full force and effect. Net debt2 was $595.5 million (30 June 2022: $1,149.0 million). In March 2023, the Group finalised an $800.0 million equity raising, including a $685.0 million 3 for 5 pro rata accelerated non-renounceable entitlement offer and a $115.0 million institutional placement. Net proceeds of $778.5 million includes $21.5 million of costs capitalised against equity. Net proceeds were used to repay $210.2 million (US$162.8 million) of USPP (approximately 40.0%) and $546.1 million of bilateral facilities, of which $338.0 million in facilities were closed (approximately 30%). In conjunction with the repayment of USPP, $20.5 million in cross currency interest rate swap assets were settled. The Group repaid net $603.1 million of debt, primarily driven by the $800.0 million capital raising completed in March 2023, partially offset by $120.0 million of fines paid to NICC and OLGR. Operating cash flow before interest and tax was $63.0 million (30 June 2022: $181.3 million). 1 The Group recorded no International VIP Rebate revenue in FY23 following the suspension of all international rebate programs in May 2022 in response to the Bell Review. Consequently, in FY23, normalised earnings exclude significant items only. In the pcp normalised results reflect the underlying performance of the business as they remove the inherent win rate volatility of the International VIP Rebate business. Normalised results are adjusted using an average win rate of 1.35% on turnover, taxes and revenue share commissions up to the suspension of rebate play in May 2022. It does not include adjustments to doubtful debts. 2 Net debt is shown as interest bearing liabilities (excluding lease liabilities), less cash and cash equivalents, less net position of derivative financial instruments. 3 3 43 THE STAR ENTERTAINMENT GROUP 2023 ANNUAL REPORT DIRECTORS' REPORT FOR THE YEAR ENDED 30 JUNE 2023 The Sydney and Gold Coast cash generating units experienced a significant and rapid deterioration in operating performance. The implementation of uplifted controls, which necessarily resulted in increased exclusions; the important uplifting of risk and compliance resourcing; the introduction of competition during the period in the Sydney table games market; some operating restrictions impacting customer experience; and weaker consumer discretionary spending have all impacted operating performance. Significant uncertainty remains around the quantum and timing of penalties in relation to AUSTRAC and the quantum (if any) in relation to the possible outcome of the four class actions. In Sydney, changes to NSW casino duty rates will be implemented on a staged basis, commencing from 1 July 2023. In Brisbane, it is considered probable that the operating and economic conditions affecting Sydney and Gold Coast will impact on the future earnings of The Star Brisbane casino. In combination, these factors have reduced the valuation of the cash generating units, requiring an impairment of $2,167.8 million (Sydney $1,583.1 million, Gold Coast $450.3 million and Brisbane $134.4 million) to be recognised for the year ended 30 June 2023 (2022: $162.5 million). The impairment is recognised in the line ‘Depreciation, amortisation and impairment expense’ in the Consolidated Income Statement. The impairment was first allocated against each cash generating unit’s goodwill balance ($1,150.9 million) and then apportioned between property, plant and equipment ($817.9 million), intangibles ($184.3 million) and other non-current assets ($14.7 million). On the Gold Coast, construction of the Gold Coast second tower (Tower 2), a $400 million 63-storey mixed use tower has progressed to level 30, with opening targeted for late CY24. All 450 residential apartments have been pre-sold. Capital works will be funded by partner contributions along with new debt facilities. Upon completion of Tower 2, The Star Gold Coast will have in excess of 2,000 hotel rooms and apartments on the island. The Dorsett Gold Coast Hotel, located within the Gold Coast first tower (Tower 1), opened on 26 December 2021 and continues to perform well. The final 75 apartments in Tower 1 settled during the year, and the Group received distributions of $20.2 million for its portion of the total related gain. On 26 June 2023, the contract for sale of the Sheraton Grand Mirage was executed. Settlement is expected in September 2023, following satisfaction of conditions precedent, for a sale price of $192.0 million. The Group expects to net approximately $60.0 million in funds from the sale. In Brisbane, Destination Brisbane Consortium (DDBBCC)’s development of Queen's Wharf Brisbane (QQWWBB) is continuing. In July 2023, the final section of the SkyDeck was lifted into place. Other significant milestones achieved during the year include topping out of The Star Grand Hotel, receipt of keys to several dining, entertainment and gaming areas on levels 5 and 6, progress on the restoration and repurposing of the heritage buildings and completion of the Neville Bonner bridge. The phased opening of QWB is expected from April 2024. In Sydney, The Darling Hotel, Sydney’s only Forbes five-star hotel, had refurbishment works completed in August 2023. Staff amenity upgrades were also completed, including back-of-house amenities, lockers and changeroom facilities. Finally, The Star Station on the Sydney Light Rail Network underwent an upgrade and refresh. 2.5 SEGMENT OPERATIONS The Group comprises the following three operating segments: Sydney; Gold Coast; and Brisbane. Refer to note A1 for more details of the financial performance of the Company’s operating segments. The activities and drivers of the results for these operations are discussed below. SSyyddnneeyy Net revenue was $984.0 million, up 26.5% on the pcp and EBITDA (excluding significant items) was $127.2 million, up 52.5% on the pcp. Performance was adversely impacted by the implementation of uplifted controls, which necessarily resulted in increased exclusions; the important uplifting of risk and compliance resourcing; the introduction of competition during the period in the Sydney table games market; some operating restrictions impacting customer experience; and weaker consumer discretionary spending. The pcp was significantly affected by COVID-19 restrictions, with the property closed for 102 days and various operating restrictions enforced otherwise. GGoolldd CCooaasstt Net revenue was $508.9 million, up 20.2% on the pcp and EBITDA (excluding significant items) was $107.0 million, up 19.8% on the pcp. Domestic gaming revenue was up 8.1%. Gold Coast started the year strongly, with a number of record monthly revenue results. This was largely due to a surge in domestic tourism and consumer spend in the wake of relaxed COVID-19 restrictions. Performance declined in 2H due to the implementation of uplifted controls which necessarily resulted in increased exclusions; the important uplifting of risk and compliance resourcing; the rebound of outbound travel which competed with domestic tourism; and weaker consumer discretionary spending. Non-gaming revenue was up 51.7%, attributed to a strong presence in the local market, additional on-property hotel rooms, return of conferencing events and recently refreshed amenities. Gaming taxes and levies and operating expenses were up 7.9% and 24.4% respectively, in line with the increase in gaming revenue, general activity levels and the step-up in remediation costs. 4 44 4 THE STAR ENTERTAINMENT GROUP 2023 ANNUAL REPORT DIRECTORS' REPORT FOR THE YEAR ENDED 30 JUNE 2023 BBrriissbbaannee Net revenue was $374.6 million, up 14.9% on the pcp and EBITDA (excluding significant items) was $83.2 million, up 28.4% on the pcp. Brisbane started the year strong, with a number of record months of revenue, before a slight slowdown in the second half. Gaming taxes and levies were up 12.3%, in line with domestic gaming revenue growth, while operating expenses were up 11.3%, reflecting higher activity levels and a step-up in remediation costs. IInntteerrnnaattiioonnaall VVIIPP rreebbaattee bbuussiinneessss The Group recorded no International VIP Rebate revenue in FY23 following the suspension of all international rebate programs in May 2022 in response to the Bell Review. The results of the International VIP Rebate business in the pcp are embedded in the segment performance overviews above, however remained immaterial due to border closures (prior to its suspension in May 2022). 2.6 SIGNIFICANT CHANGES IN THE STATE OF AFFAIRS, REGULATORY MATTERS AND FUTURE DEVELOPMENTS AAUUSSTTRRAACC cciivviill pprroocceeeeddiinnggss As announced on 7 June 2021, and 14 January 2022, entities within the Group were the subject of an AUSTRAC enforcement investigation. This followed potential non-compliance concerns identified in the course of a compliance assessment which was commenced by AUSTRAC in September 2019. On 30 November 2022 The Star Pty Limited and The Star Entertainment QLD Limited (collectively TThhee SSttaarr EEnnttiittiieess), were served with a statement of claim from AUSTRAC, commencing Federal Court civil penalty proceedings in relation to alleged contraventions of obligations under the Anti-Money Laundering and Counter Terrorism Financing (AML/ CTF) Act 2006. The claims include that The Star Entities: 1. Failed to appropriately assess the money laundering and terrorism financing risks. 2. Did not include in their AML/CTF programs appropriate risk-based systems and controls to mitigate and manage risks. 3. Failed to establish an appropriate framework for Board and senior management oversight of the AML/CTF programs. 4. Did not have a transaction monitoring program to monitor transactions and identify suspicious activity that was appropriately risk-based or appropriate to the nature, size and complexity of The Star Entities. 5. Did not have an appropriate enhanced customer due diligence program to carry out additional checks on higher risk customers. 6. Did not conduct appropriate ongoing customer due diligence on a range of customers who presented higher money laundering risks 1,189 times in New South Wales and 325 times in Queensland. The parties are working towards the preparation of a Statement of Agreed Facts and Admissions (SSAAFFAA). At the case management hearing on 14 July 2023, the Court ordered that the final SAFA be filed by 1 November 2023. AUSTRAC has commenced civil penalty proceedings against other companies on five occasions, one of which is yet to conclude. The four concluded AUSTRAC proceedings to date have led to the Federal Court approving and / or ordering the respondent to pay significant penalties (Tabcorp $45 million (2017); CBA $700 million (2018); Westpac $1.3 billion (2020) and most recently, Crown $450 million (2023)). The determination of the Federal Court’s penalty (including where a penalty has been jointly proposed by AUSTRAC and the defendant to the Court) is specific to the facts of each case and arrived at after consideration of the SAFA and evidence and submissions in relation to the appropriateness of the penalty. The Statement of Claim from AUSTRAC alleges that the number of breaches committed by The Star Entities is innumerable. Following a review of the Statement of Claim, and an analysis of the penalties against other companies (described above), the relative size of the Group and capacity to pay, the Group has determined an appropriate provision on the balance sheet as at 30 June 2023. This provision was and is recognised at a time where there remains considerable uncertainty on the approach the Federal Court will ultimately take when approving any agreed penalty and where The Star Entities continue to engage with AUSTRAC and the Australian Government Solicitor in relation to remediation activities designed to address allegations of ongoing deficiencies in The Star Entities’ AML/Program. Any actual penalty paid by the Group may differ materially to the provision recorded at 30 June 2023. 5 5 45 THE STAR ENTERTAINMENT GROUP 2023 ANNUAL REPORT DIRECTORS' REPORT FOR THE YEAR ENDED 30 JUNE 2023 UUnnddeerrppaaiidd ccaassiinnoo dduuttyy During the Bell review, concerns were raised regarding the characterisation of residency for rebate patrons and the potential consequences for the Group’s calculations of rebate duty payable to the NSW Government. As a result, the Group undertook an independent assessment of residency status and consequential rebate gaming activity for a number of patrons that had changed their residency status from ordinarily resident in New South Wales to being ordinarily resident interstate or overseas between 28 November 2016 to May 2022. The Bell report recommended the NSW Independent Casino Commission (NNIICCCC) engage an independent expert to perform their own audit of all patrons that engaged in rebate play at The Star Sydney since 28 November 2016 and a clear and objective test regarding the residency of players be included in The Star Sydney’s Duty Agreement. The Group is working with NSW Liquor and Gaming to agree the scope of an independent review applicable to rebate play for all patrons. The Group has also commenced working with the NICC and Treasury to develop a clear and objective test for the residency of players. Such a test will require an amendment to The Star Sydney’s Duty agreement and result in changes to relevant internal controls. The Group has determined an appropriate provision on the balance sheet at 30 June 2023 of the potential impact of the review of rebate play for all patrons. The final quantum of casino duty may be materially different to the amount provided as it is subject to further analysis and discussions with the NICC and NSW Treasury. AASSIICC cciivviill ppeennaallttyy pprroocceeeeddiinnggss aaggaaiinnsstt ffoorrmmeerr ddiirreeccttoorrss aanndd ooffffiicceerrss ooff tthhee CCoommppaannyy In December 2022, the Australian Securities and Investment Commission (AASSIICC) commenced civil penalty proceedings in the Federal Court of Australia against 11 former directors and officers of the Company alleging contraventions of their duties under s180(1) of the Corporations Act 2001 (Cth). The alleged contraventions arise from certain matters considered in the Bell and Gotterson Reviews. As no entity of the Group is party to these proceedings, it is not possible to predict the timing and any financial impact of these claims on the Group (including in terms of the Group bearing costs for the defendants, or the extent to which those costs might be covered by available insurances and indemnities in place for previous officers and directors). The Group provided for an estimate of legal costs as at 30 June 2023. CCllaassss aaccttiioonnss On 30 March 2022, 7 November 2022 and 3 and 6 February 2023, the Company was served by Slater & Gordon, Maurice Blackburn, Phi Finney McDonald and Shine Lawyers respectively with separate statements of claim for securities class actions in the Supreme Court of Victoria. The claims are substantially similar and allege the Group failed to comply with continuous disclosure requirements and engaged in misleading or deceptive conduct between 2016 and 2022 through various alleged disclosures or nondisclosures about its systems, controls, operations and regulatory risks. The allegations reference the Bell review and previous media reporting. On 27 and 28 June 2023, the Court heard carriage and costs order applications from each of the four plaintiff law firms. Judgment has been reserved in relation to which plaintiff firm will have carriage of the proceedings and the terms of any relevant group costs order. The Company intends to defend the proceedings. The outcome and any potential financial impacts are unknown, including the extent to which any costs might be covered by the Group’s insurance policies. GGSSTT aammeennddeedd aasssseessssmmeennttss On 11 August 2021 the Group received amended assessments from the Australian Taxation Office (AATTOO) in respect of a dispute for the period October 2013 to August 2017 (inclusive) in relation to the GST treatment of rebates paid to junket operators for The Star Pty Limited. The amount in dispute for this period is approximately $143.8 million (primary tax of $81.9 million and interest of $61.9 million). In FY22 the Group paid $40.9 million as a deposit to the ATO on a no-admissions basis. The deposit is held as a current asset on the balance sheet. On 6 September 2021 the Group filed an application for judicial review with the Federal Court in relation to the interest assessment and on 5 October 2021 lodged an objection against the primary assessments with the ATO. The matter has been adjourned until the outcome of the objections, which is yet to be decided. The Group considers that it has paid the correct amount of tax and will pursue all available avenues of objection. WWiitthhhhoollddiinngg ttaaxx ppeennaallttyy The ATO has issued a penalty for $6.4 million in relation to a dispute over the appropriate method for calculating withholding tax on Junket rebates for the 2015 to 2020 income tax years. The Group has objected to the ATO’s decision to issue the penalty, consequently the ATO is conducting an internal review of this matter. The objection is yet to be decided. The Group considers that it has paid the correct amount of tax and will pursue all available avenues of objection. 6 6 46 THE STAR ENTERTAINMENT GROUP 2023 ANNUAL REPORT DIRECTORS' REPORT FOR THE YEAR ENDED 30 JUNE 2023 NNEEWW SSOOUUTTHH WWAALLEESS RReegguullaattoorryy rreeffoorrmmss On 11 August 2022 the Casino Legislation Amendment Act 2022 (NSW) was enacted to give effect to amendments to the Casino Control Act 1992 (NSW). These amendments enacted reforms to the NSW casino regulatory framework, including to address the recommendations of the Bergin Inquiry and certain additional measures and to establish the NICC as a new independent regulator. The reforms also purported to override compensation rights previously available to the Group for specified regulatory changes. The amendments were effective from 5 September 2022 with the exception of compulsory carded play and cash play limits, which commence on 11 August 2024 (unless an earlier date is set by Government). The amendments include expanding the definition of gaming revenue to include slots free play. BBeellll rreeppoorrtt The Bell Report was provided to the Independent Liquor and Gaming Authority (ILGA) on 31 August 2022 and published by the NICC on 13 September 2022. Mr Bell made a total of 30 recommendations and found The Star unsuitable to hold a casino licence in NSW. DDiisscciipplliinnaarryy aaccttiioonn After considering the Bell Report recommendations and The Star’s response to the show cause notice issued on 13 September 2022, the NICC issued a $100 million fine (payable in 3 instalments on 31 March 2023, 30 June 2023 and 29 December 2023), suspended The Star’s casino licence and appointed a Manager for the Sydney casino. The Manager was appointed initially for 90 days, however on 16 December 2022 this was extended to 19 January 2024. The final instalment for the pecuniary penalty has been recorded as a liability on the balance sheet at 30 June 2023. The Star Sydney remains open and operating, and net earnings continue to be paid to The Star after payment of the Manager’s costs. The Manager has assumed the responsibility and control of The Star’s casino operations. CCaassiinnoo dduuttyy rreeffoorrmmss On 11 August 2023 the NSW Treasurer and the Group announced an in-principle agreement had been reached in relation to changes to casino duty rates for casinos in New South Wales and their impact on The Star Sydney. The in-principle agreement supersedes the proposal announced by the previous Liberal NSW Treasurer on 17 December 2022. Once formalised the amendments announced are designed to deliver a sustainable outcome for The Star Sydney and to protect the jobs of thousands of NSW team members. The changes include rate increases for rebate duty (10% to 12.5%) and Table Games (17.91% to 20.25%) from 1 July 2023. Poker Machine duty rates will remain unchanged until 2030 (currently 20.91%, 21.91% from 1 July 2024 and 22.91% from 1 July 2027). From 1 July 2030 poker machines will be taxed based on average poker machine revenue using a progressive rate scale with a maximum of 51.6%. In the period 1 July 2023 to 30 June 2030 an additional levy will apply equal to 35% of The Star Sydney’s gaming revenue above $1.125 billion per financial year. There is no change to the Responsible Gambling Levy rate. Further, the in-principle agreement includes a jobs agreement that provides employment certainty for team members in arrangements agreed with the United Workers Union. The Star Sydney will also introduce a trial of its cashless gaming machine technology in October 2023 on 50 gaming machines and 8 gaming tables. 7 7 47 THE STAR ENTERTAINMENT GROUP 2023 ANNUAL REPORT DIRECTORS' REPORT FOR THE YEAR ENDED 30 JUNE 2023 QQUUEEEENNSSLLAANNDD RReegguullaattoorryy rreeffoorrmmss On 14 October 2022 the Casino Control and Other Legislation Amendment Bill 2022 (Qld) was passed by the Queensland Parliament. The legislative amendments to the Casino Control Act 1982 (Qld) included increasing the maximum pecuniary penalty to $100 million, allowing for the appointment of a Special Manager and overriding compensation rights previously available to the Group for specified regulatory changes. GGootttteerrssoonn RReeppoorrtt In July 2022 an independent review commenced of the Group’s Queensland casinos, The Star Gold Coast and Treasury Brisbane. The Attorney-General appointed the Honourable Robert Gotterson AO, to examine whether these casinos operate in a way that is consistent with achieving the objectives of the Casino Control Act 1982 (Qld) and the ongoing suitability of the Group’s casino licensees. The Gotterson Report was publicly released on 6 October 2022, making 12 recommendations, which have been accepted in-principle by the Queensland Government. On 25 October 2022 the Attorney-General formally determined that the Group’s Queensland casino licensees, and other associated entities of The Star Entertainment Group, were not suitable to be associated or connected with the management and operations of a hotel-casino complex or casino in Queensland, by reason of it not being a person of good repute. Further amendments to the Casino Control Act 1982 (Qld) are expected in 2023 to enact the remaining recommendations from the Gotterson Report, including mandatory carded play and cash limits and mandatory player pre-commitments. DDiisscciipplliinnaarryy aaccttiioonn On 9 December 2022 the Attorney-General announced a total penalty of $100 million in relation to the Group’s Queensland casinos (payable in three instalments on 31 March 2023, 30 June 2023 and 31 December 2023); suspended the Group’s Queensland casino licences for a period of 90 days on a deferred basis with effect from 1 December 2023 unless postponed or rescinded due to satisfactory progress towards suitability, and appointed a Special Manager to monitor the operations of the Group’s Queensland casinos. The final instalment for the pecuniary penalty has been recorded as a liability on the balance sheet at 30 June 2023. FFUUTTUURREE DDEEVVEELLOOPPMMEENNTTSS Future developments in the Group's activities will be dependent on several factors outlined in this report, notably the successful refinance of debt facilities, resolution of the AUSTRAC civil proceedings, and timely execution of the extensive program of remediation activities necessary for a return to suitability in both NSW and Queensland. There were no other significant changes in the state of affairs of the Group during the financial year. 8 48 8 THE STAR ENTERTAINMENT GROUP 2023 ANNUAL REPORT DIRECTORS' REPORT FOR THE YEAR ENDED 30 JUNE 2023 2.7 RISK MANAGEMENT The Group takes a structured approach to identifying, evaluating and managing those current and emerging risks which have the potential to affect achievement of strategic objectives. The commentary relating to Principle 7 in the Company’s Corporate Governance Statement describes the Group’s risk management framework which is based on ISO31000, the international standard on risk management. The Corporate Governance Statement can be viewed on the Company’s website. Details of the Group’s material risks and associated mitigation strategies are set out below. The mitigation strategies are designed to reduce the likelihood of the risk occurring and/or to minimise the adverse consequences of the risk should it happen. However, some risks are affected by factors external to, and beyond the control of, the Group. RRiisskk aanndd ddeessccrriippttiioonn Mitigation strategy SSuuiittaabbiilliittyy The Company and the Group's operations are regulated by laws, licences, permits and approvals from relevant government agencies and regulators. The Company is developing a comprehensive remediation program which seeks the Group’s governance, accountability and capabilities, culture and risk and compliance processes to meet suitability requirements for a casino operator in the States in which it operates. to uplift and reform The failure of one or more of the relevant Group entities for The Star Sydney, The Star Gold Coast or Treasury Brisbane to be suitable, or return to suitability, to hold a casino licence or meet relevant suitability requirements could have an impact on The Remediation Plan will be multi-year in nature and will require the Group's reputation, financial performance and significant financial and human resources to deliver. position and the ongoing operation of the business. A draft Remediation Plan is currently under review by the relevant regulators, and is subject to their approval. the Group respectively, Following the Bell and Gotterson reviews in NSW and Queensland, is presently operating with a suspended licence in NSW and a licence which is subject to deferred suspension in Queensland. SSaaffeerr GGaammbblliinngg The Company recognises the failure to deliver and support responsible gambling practices as a material risk for the Group’s business operations. The Group seeks to provide a safe gambling gambling and environment where problem gambling related harm are minimised. Through the remediation program the culture of Safer Gambling will be embedded in the Group’s business strategy, processes, and individual accountabilities. Resourcing dedicated to Safer Gambling monitoring and guest welfare has nearly doubled during FY23, with further increases being actioned in FY24. Failure to provide a Safer Gambling environment at impact the Group’s each of its venues may licences and result suitability to hold casino (including following self-reporting) in significant fines or other penalties or sanctions, which in turn may have an adverse impact on the Group’s reputation, suitability to hold one or more casino licences, and financial performance and position. The Bell and Gotterson reviews are examples of this. Analytics is used to detect patterns, modes and durations of play which may be indicators of gambling harm. These efforts will be improved when fully carded play becomes effective in CY24. Failure to provide a Safer Gambling environment may also increase customer dissatisfaction, which could result in compensatory claims, leading to an adverse financial performance and position. the Group’s impact on 9 9 49 THE STAR ENTERTAINMENT GROUP 2023 ANNUAL REPORT DIRECTORS' REPORT FOR THE YEAR ENDED 30 JUNE 2023 RRiisskk aanndd ddeessccrriippttiioonn Mitigation strategy AAnnttii--MMoonneeyy LLaauunnddeerriinngg aanndd CCoouunntteerr--TTeerrrroorriissmm FFiinnaanncciinngg ((AAMMLL//CCTTFF CCoommpplliiaannccee)) The Group operates in an industry that presents high money laundering risks. AML risks are actively managed and the Group’s AML/CTF framework is continuing to be enhanced. Development and delivery of the Group’s remediation program is expected to further enhance AML risk awareness and AML controls across the Group, embed and strengthen new processes and controls, while also providing greater visibility of control effectiveness. As a provider of ‘designated services’ under the Anti-Money Laundering and Counter-Terrorism Financing Act 2006 (Cth) (AML/CTF Act), some entities within the Group are ‘reporting entities’ which are subject to obligations under the AML/CTF Act and Anti-Money Laundering and Counter- Terrorism Financing Rules Instrument 2007 (No. 1). The Group has dedicated regulatory and compliance teams and a specialist AML/CTF team that is continuing to invest and enhance the Group’s AML/CTF risk management capabilities, including through dedicated IT systems development. A failure to comply with these obligations may expose the Group to significant penalties or other regulatory actions. AUSTRAC has commenced civil penalty proceedings against the Group, alleging wide-spread non- compliance with the AML / CTF Act and Rules. During FY23, an additional 70 FTE (approx.) have been employed to support the AML/CTF team and The Group’s AML/CTF framework. This incremental capacity has undertaken remediation activity, improved transaction monitoring controls, introduced screening processes, expanded guest data collection and verification processes, improved governance and risk assessment capabilities and delivered updated training for Group personnel. The outcome of AUSTRAC’s action against the Group is unknown, but may result in a material penalty which may have a significant negative impact on the Group’s financial position. The Group seeks to build collaborative, transparent and constructive relationships with financial crime regulators, keeping abreast of emerging risks and trends, and actively participating in industry, regulatory and law- enforcement initiatives. LLeeggaall aanndd RReegguullaattoorryy CCoommpplliiaannccee The Group operates in a highly regulated industry and is reliant on receiving and maintaining regulatory approvals in the jurisdictions in which it conducts gaming and non-gaming operations. The Group’s remediation program is being designed to further develop and enhance the Group’s governance and compliance frameworks and processes. Legislative and regulatory changes or decisions affecting the operation of casinos (including the potential effect of changes in the administration of laws in foreign countries affecting the ability of foreign nationals to travel to and/or bring funds to Australia) may have an adverse impact on the operations, financial performance and position of the Group. failure Similarly, in-principle to conclude agreement over changes in casino duty rates in NSW, as announced by the NSW Treasurer, may have negative consequences for the financial performance and position of the Group. the for potential The Group continuously monitors legislative and regulatory changes or changes in relevant government policy and positions in the States in which it operates. This includes matters core to the integrity of gaming operations such as gaming regulatory compliance, Safer Gambling, service of alcohol and AML/CTF compliance. The Group works collaboratively with State and Federal regulatory authorities to ensure that applicable laws and regulations are properly interpreted and applied. The Group works with these authorities and other stakeholders in relation to anticipated or proposed legislative or regulatory changes or decisions. 10 50 10 THE STAR ENTERTAINMENT GROUP 2023 ANNUAL REPORT DIRECTORS' REPORT FOR THE YEAR ENDED 30 JUNE 2023 RRiisskk aanndd ddeessccrriippttiioonn Mitigation strategy LLeeggiissllaattiivvee && CCoonnttrraaccttuuaall RReessttrriiccttiioonnss oonn DDeeaalliinngg wwiitthh AAsssseettss Beyond the current regulatory issues applying to the Group’s operations in NSW and Qld (including the manager appointments), there are various restrictions arising under state-based legislation and various contractual arrangements which apply to the casino licences and associated assets which comprise the Group’s operations. These arrangements restrict certain dealings in the relevant assets, such that the relevant assets cannot be assigned or mortgaged, charged or otherwise encumbered, at least without relevant consents or approvals being obtained (if applicable) or at all. These restrictions are a function of the legislative and contractual obligations which apply to the Group’s operations in NSW and Qld. The Group seeks to ensures that it consults with relevant regulatory bodies and third parties in connection with such restrictions and limitations as appropriate. Where applicable, relevant consents or approvals are sought. Certain assets are also subject to joint venture arrangements and the financing arrangements which apply to those joint ventures. The inability of the Group to deal with these assets in certain circumstances or obtain necessary regulatory approvals or legislative changes to transact or finance these assets could negatively impact financial the Group's operations and position. FFiinnaanncciiaall MMaannaaggeemmeenntt The Group’s ongoing financial performance and position is critical in order for the Group to be able to access funding to meet current and anticipated expenses, penalties and judgements and to fund future growth opportunities on commercially acceptable terms. The Group continuously monitors financing and capital requirements and will seek to raise funds from either debt or equity capital markets, debt financiers or otherwise, to support the Group’s financial management needs, in each case, subject to such funding being available on commercially acceptable terms. Professional financiers are engaged to assist in complex financing requirements when appropriate. its The Group is currently undertaking a refinance process. The failure of this process to conclude have material negative successfully implications for the Group’s operating and financial position and performance. could Financial performance is continuously monitored for any variations from annual financial budgets and market expectations. 11 11 51 THE STAR ENTERTAINMENT GROUP 2023 ANNUAL REPORT DIRECTORS' REPORT FOR THE YEAR ENDED 30 JUNE 2023 RRiisskk aanndd ddeessccrriippttiioonn Mitigation strategy KKeeyy SSttaakkeehhoollddeerr RReellaattiioonnss The Group may experience difficulties or be unable to engage with key stakeholders proactively and fairly. Any deterioration of the Group’s relationships with key stakeholders may have an adverse impact on the Group’s operations and ‘social licence’ to operate, which in turn could have an adverse impact on the Group’s reputation and financial performance and position. Critical stakeholders for the Group are the financial services companies that provide transactional banking services. If the Group is unable to maintain or source transactional banking services (including for new businesses such as The Star impacts on Brisbane) there may be negative operational and financial performance. CCoorrppoorraattee GGoovveerrnnaannccee There may be potential adverse impacts for the Group from a failure to maintain a strong and effective governance structure which supports a culture of transparency, accountability, and compliance. The Group is developing standard frameworks and processes, including as contemplated by the remediation program, for engaging with a variety of stakeholder groups to improve the quality and depth of its relationships with, amongst other stakeholders, governments, regulators, shareholders, customers, joint venture partners, lenders, transactional banking providers, suppliers, employees, media and unions. The Group has also developed partnerships with local community groups and charitable organisations. During FY23 the Board composition was fully renewed and a new Chairman appointed. In addition, a new Group CEO, Chief Financial Officer, Chief Risk Officer, Chief Legal Officer and other senior positions were also appointed, all with the intent of driving stronger governance and a culture of transparency, accountability and compliance. The Group has established and is refining an integrated “3 lines of accountability” model to identify and manage key risks and to provide assurance that critical controls are effective in managing those risks. This model is supported by the Group’s risk management framework. Internal Audit has been expanded and strengthened with additional resources and capacity. Reporting is to the Chair of the Board Audit Committee. CClliimmaattee CChhaannggee,, SSuussttaaiinnaabbiilliittyy && EEnnvviirroonnmmeennttaall IImmppaacctt The Group seeks to identify climate related risks and opportunities (including, physical risks and socioeconomic reduce environmental impacts and improve sustainability performance across its operations. report and impacts), The Group’s ESG strategy, “Responsible Business, Sustainable Destinations” responds to the Group’s material ESG issues in addition to existing policies and controls. The Group has adopted the Task Force on Climate-related Financial Disclosures’ reports (TCFD) Framework Recommendations and annually in alignment with the TCFD Framework. Failure by The Group to effectively assess and respond to these risks and opportunities, or to be perceived as failing to do so, could adversely impact the Group’s reputation which in turn could adversely affect the Group’s financial performance. 12 52 Physical climate risk assessments are conducted every two years. The Group has set targets for net zero Scope 1 and Scope 2 carbon emissions for its wholly owned and operated assets, is implementing its Decarbonisation Plan and has set resource reduction targets. Sustainability and environmental impact matters are reported to the Safer Gambling, Governance and Ethics Committee. 12 THE STAR ENTERTAINMENT GROUP 2023 ANNUAL REPORT DIRECTORS' REPORT FOR THE YEAR ENDED 30 JUNE 2023 RRiisskk aanndd ddeessccrriippttiioonn Mitigation strategy CCuullttuurree The Group recognises that a risk-aware culture, where team members are willing and unafraid to escalate matters, is necessary to the effective operation of its business. The Group has expended significant effort to understand the Group’s culture through an independent assessment, finalised at the end of FY23. The learnings from this assessment are driving activities through the Group’s remediation program. Failure to operate with such a constructive culture consistently across the Group’s operations could result in a failure to identify, raise and escalate incidents, breaches, operational and other matters that could negatively impact the operational and financial performance of the Group. A program to promote safe escalation of incidents, issues, breaches and other matters, “Raise It”, was launched Q4 FY23 and continues to be the basis for driving momentum in the year ahead. An independent and confidential whistleblowing program is in place to support escalation when team members may not be comfortable escalating through internal channels. As a result of a failure to escalate matters, a weak culture could also negatively impact the Group’s reputation, regulatory relationships, the Group’s return to suitability and ability to hold casino licences in the states in which the Group operates. PPeeooppllee The Group may experience levels of high turnover in its workforce, reduction initiatives, and may experience difficulty attracting, recruiting and retaining appropriately qualified staff – including for key leadership and operational roles. from cost including Specific to the Queen’s Wharf development, the opening of The Star Brisbane will require a substantial increase in headcount. The inability to attract the right talent ahead of opening may impact financial the Group’s operations and performance. Relationships with unions may not always be constructive and supportive, leading to challenging working environments and potentially, disruptions to business operations. People are critical to the effective operation of the Group’s business. Negative developments that impact the Group’s workforce may have an impact financial on performance. operations and the Group’s The Group has implemented a Diversity and Inclusion Program and talent acquisition and retention programs and has invested in other strategic initiatives such as The Star Academy to attract, recruit and develop high performing and high potential employees. The Group undertakes training and development programs to provide employees with career development opportunities. The Group has also moved to ‘continuous listening’ employee engagement surveys to monitor for emerging issues which might affect the ability to retain talented employees and enable actions in response. The Group holds a constructive relationship with unions through structured engagement from Senior Leadership to Front line team members with a transparent and consultative approach. Our National Deed of Agreement with United Workers Union and property Enterprise Agreements provide a base line governance for our ways of working. The remediation program is being designed to uplift capabilities in people and culture across the Group. HHeeaalltthh && SSaaffeettyy The Company seeks to operate the Group’s facilities without affecting the safety, security and team members and wellbeing of contractors. its guests, There may be adverse impacts for the productivity, operations and reputation of the Group if a guest, team member or contractor is injured or some other event or circumstance occurs in relation to their safety, security and wellbeing, at one of the Group’s premises. This may also impact the financial performance of the Group. The Group takes a risk-based approach to managing health and safety. Dedicated health and safety and injury management specialists are employed at each of the Group’s properties. Each property employs security and surveillance personnel to provide support in monitoring threats and managing potential incidents on a real time basis. 13 13 53 THE STAR ENTERTAINMENT GROUP 2023 ANNUAL REPORT DIRECTORS' REPORT FOR THE YEAR ENDED 30 JUNE 2023 RRiisskk aanndd ddeessccrriippttiioonn Mitigation strategy OOppeerraattiioonnaall RRiisskkss The Group faces operational risks in its day-to-day activities and processes. This includes risk of loss failed resulting internal processes, people or systems (including, amongst other things, technology, innovation, data storage, staffing levels and skills, and information security systems), or from external events. inadequate, changed or from Though controls are in place, these may not always be effective at mitigating unexpected internal or external events which may adversely impact the Group’s operational and financial performance. CCyybbeerr SSeeccuurriittyy,, IInnffoorrmmaattiioonn SSyysstteemmss && PPrriivvaaccyy The Group seeks to protect confidential business or customer data which is collected, used, stored, and disposed of in the course of the Group’s business operations, including from a leak or unauthorised access or use. Measures have been taken over FY23 to enhance the Group’s operational controls. Risk management capability across the Group is being enhanced, with additional resourcing for controls management and expanded capability in a dedicated Risk Management function. The remediation program includes clearly defined work streams designed to simplify the control environment and identify any control gaps. A culture of risk awareness and an entrenched ‘three-lines-of accountability’ risk model is the Group’s objective. Assurance and Audit capabilities are being improved, in addition to business risk awareness. The Group has a dedicated information technology (IT) security function which tests and monitors technology systems to detect and block viruses and other threats to the security of the Group’s data. The IT function also continues to implement a cyber resilience plan. Information systems applications and technology are essential to maintaining effective operations. Employees are regularly trained on the importance of maintaining effective cyber security and data privacy processes. Threats to information systems applications and technology are continuously evolving and cyber threats and the risk of attacks are increasing. Any failure of the Group’s systems and processes could things, business in, amongst other result interruption, customer dissatisfaction, legal or regulatory breaches (including of privacy legislation) and liability. This in turn could have an adverse impact on the Group’s reputation and financial performance. TThhee SSttaarr BBrriissbbaannee // QQuueeeenn''ss WWhhaarrff PPrroojjeecctt The Group, through Destination Brisbane Consortium, is committed to delivering the Queens Wharf Project. Failure to realise the potential return from the Group’s invested capital in the Queen’s Wharf Project or The Star Brisbane, or a failure to obtain the necessary licences or approvals to operate the precinct, may have an adverse impact on the Group’s reputation, financial performance and position. The Group, through Destination Brisbane Consortium is presently in dispute with the builder is of Queen’s Wharf, the outcome of which uncertain. Legal proceedings associated with this dispute are presently in the Supreme Court of Queensland. There are potential negative impacts on financial performance, arising from unexpected settlement outcomes. the Group’s reputation and A dedicated Privacy team sits within the Risk Management function and works closely with IT on data security matters. The Group has an operational Readiness Team and structured program in place to deliver a transition from Treasury to The Star Brisbane. Further, governance structures are in place to report progress and risks to the Board and the Destination Brisbane Consortium Board and relevant Committees. The Group has dedicated resources supporting licensing requirements and acting as points of contact with regulators in Queensland to support timely approval of licence applications. While the Group’s preference is to resolve disputes constructively through established governance forums, legal resources are in place to address escalated dispute proceedings. Resulting from a number of factors, the opening of The Star Brisbane has already been delayed to April 2024. There is no certainty that the opening will not be further delayed, with negative impacts on the reputation and financial performance of the Group. 14 54 14 THE STAR ENTERTAINMENT GROUP 2023 ANNUAL REPORT DIRECTORS' REPORT FOR THE YEAR ENDED 30 JUNE 2023 RRiisskk aanndd ddeessccrriippttiioonn RReeaalliissiinngg VVaalluuee ffrroomm CCaappiittaall PPrroojjeeccttss There may be potential adverse impacts for the Group from a failure to generate adequate returns in capital from the financial capital projects. invested Mitigation strategy The Group has a project management framework and has employed experienced project managers to reduce the risk of delays in completion and/or overruns in costs of capital projects and maintain oversight of joint venture investments. The Group markets and promotes its portfolio of facilities to seek to achieve a level of customer patronage needed to deliver the expected returns on investment. CCoommppeettiittiivvee PPoossiittiioonn aanndd CCuussttoommeerr BBeehhaavviioouurr There may be potential adverse impacts on the Group’s financial performance and position from increased competition in the Group’s key markets in Sydney, Gold Coast and Brisbane. Substantial investments have been made to develop new or improved venue facilities in all key markets, and to improve customer service capabilities of employees. Revenue sources have also been diversified. impact on Further, any diminution in customer satisfaction, loyalty or changes in customer behaviour may have financial an performance and position of The Group. This includes behavioural change arising from changed business processes and controls. the operating and is Monitoring in place to track customer satisfaction. Change management practices are employed with specialised communication programs in place to support customers through business changes. of recent Notably, the introduction of fully carded play at the Group from August 2024 will have an unknown impact on customer behaviour and may negatively affect the Group's operating performance and financial position. PPoolliittiiccaall aanndd GGeenneerraall BBuussiinneessss aanndd EEccoonnoommiicc CCoonnddiittiioonnss In global and domestic light macroeconomic events and political, economic and business conditions, geopolitical risks (for example, in Ukraine), natural disasters, the conflict inflationary pressures to energy prices and the tightened labour market) and rising interest rates, Australia may continue to experience economic variability and uncertainty going forward. For example, in the second half of FY23, the Group experienced a significant and rapid deterioration of trading performance. (including increases The Group works collaboratively with external stakeholders and engages actively with governments in support of common objectives. Dedicated resourcing is in place for this purpose. The Group monitors the external economic environment and aims to be responsive to economic challenges that may impact its customers, its employees and its business. These economic and geopolitical conditions have had, and could in the future have, an adverse impact on the Group’s operating and financial position and performance. 15 15 55 THE STAR ENTERTAINMENT GROUP 2023 ANNUAL REPORT DIRECTORS' REPORT FOR THE YEAR ENDED 30 JUNE 2023 2.8 ENVIRONMENTAL REGULATION AND PERFORMANCE The Group is subject to the reporting requirements of the National Greenhouse and Energy Reporting Act 2007 (NNGGEERR AAcctt). The NGER Act requires the Group to report its annual greenhouse gas emissions and energy consumption for the period 1 July through 30 June each year. The Group has implemented systems and processes for the collection and calculation of the data required and receives independent limited assurance on this data. The Group submits its report in October each year inline with the filing requirements. The Group is also subject to regulatory obligations as a signatory to, and complying with, the Australian Packaging Covenant, and as a member of the Australian Packaging Covenant Organisation (APCO). APCO is a not-for-profit organisation, accredited by the Commonwealth Government, whose role is to administer the Australian Packaging Covenant. As a signatory to the Australian Packaging Covenant, the Group’s obligations include preparing and implementing an action plan and submitting annual reports to APCO. The Group submitted its first annual report in March 2023 and Action Plan in May 2023, meeting regulatory obligations. The Group believes its operations are not materially affected by any other significant environmental regulation under any law of the Commonwealth of Australia or any State or Territory of Australia. The Group's Sustainability Strategy: Responsible Business, Sustainable Destinations and key activities to manage the sustainability risks identified as part of its materiality assessment can be found in the Company's Sustainability Reports on the Company's website in addition to existing policies and controls. 16 56 16 THE STAR ENTERTAINMENT GROUP 2023 ANNUAL REPORT DIRECTORS' REPORT FOR THE YEAR ENDED 30 JUNE 2023 3 4 5 LOSS PER SHARE Basic and diluted loss per share for the financial year was 211.7 cents (2022: 21.3 cents). Loss per share is disclosed in note F3 of the Financial Report. DIVIDENDS No final dividend was declared in accordance with the conditions of debt covenant waivers which restrict further cash dividends from being paid until the Group’s gearing, which represents the ratio of net debt to 12 month trailing statutory EBITDA, is below 2.5 times, the Group returns to suitability and all of the Group's casino licences are in full force and effect. SIGNIFICANT EVENTS AFTER THE END OF THE FINANCIAL YEAR CCaassiinnoo dduuttyy rreeffoorrmmss On 11 August 2023 the NSW Treasurer and the Group announced an in-principle agreement had been reached in relation to changes to casino duty rates for casinos in New South Wales and their impact on The Star Sydney. The in-principle agreement supersedes the proposal announced by the previous Liberal NSW Treasurer on 17 December 2022. Once formalised the amendments announced are designed to deliver a sustainable outcome for The Star Sydney and to protect the jobs of thousands of NSW team members. The changes include rate increases for rebate duty (10% to 12.5%) and Table Games (17.91% to 20.25%) from 1 July 2023. Poker Machine duty rates will remain unchanged until 2030 (currently 20.91%, 21.91% from 1 July 2024 and 22.91% from 1 July 2027). From 1 July 2030 poker machines will be taxed based on average poker machine revenue using a progressive rate scale with a maximum of 51.6%. In the period 1 July 2023 to 30 June 2030 an additional levy will apply equal to 35% of The Star Sydney’s gaming revenue above $1.125 billion per financial year. There is no change to the Responsible Gambling Levy rate. Further, the in-principle agreement includes a jobs agreement that provides employment certainty for team members in arrangements agreed with the United Workers Union. The Star Sydney will also introduce a trial of its cashless gaming machine technology in October 2023 on 50 gaming machines and 8 gaming tables. DDBBCC ddiissppuuttee wwiitthh MMuullttiipplleexx The Group has partnered with Hong Kong-based organisations Chow Tai Fook Enterprises Limited and Far East Consortium International Limited to form Destination Brisbane Consortium (DDBBCC) for the Queen's Wharf Brisbane Project. Multiplex (MMPPXX) is the principal contractor on the Queen’s Wharf Brisbane Integrated Resort Development project. Since early 2022 MPX has submitted a number of claims to DBC seeking damages and extensions of time and makes various allegations against DBC and the principal’s representative. DBC claims that it is entitled to liquidated damages from MPX due to its failure to meet contractual completion dates and commenced deducting liquidated damages from MPX in July 2023. On 18 May 2023, MPX issued a Formal Dispute notice to DBC. MPX also included in its July 2023 progress claim, significant claims for delay costs and acceleration costs and for repayment of liquidated damages deducted. These claims have been reviewed and rejected by the Principal’s Representative during the course of the contract. DBC delivered a detailed Payment Schedule on 8 August 2023 rejecting these claims in total and deducting further liquidated damages from the monthly amount that would have been payable to Multiplex. On 18 August 2023 DBC was served with a Statement of Claim filed by MPX in the Supreme Court of Queensland. The claim seeks various declarations from the Court regarding extensions of time, relevant milestone dates, liquidated damages, variations and certain other matters, including potential sums payable, in connection with the contract and seeks various orders in relation to those matters. The Group understands that DBC intends to defend the proceedings. On 28 August 2023, DBC was issued with an adjudication application lodged by MPX with the Queensland Building and Construction Commission under the Building Industry Fairness (Security of Payment) Act 2017 (Qld). The application is seeking awards by the adjudicator for extensions of time, certification of stage completion, entitlements to liquidated damages and payment of certain amounts (comprising delay costs, set-offs, acceleration costs, variations and other amounts). The adjudication claim is separate to the Supreme Court proceedings. The Group understands that DBC is currently reviewing the adjudication application and that it intends to respond in accordance with the process in the relevant legislation. 17 17 57 THE STAR ENTERTAINMENT GROUP 2023 ANNUAL REPORT DIRECTORS' REPORT FOR THE YEAR ENDED 30 JUNE 2023 6 DIRECTORS' QUALIFICATIONS, EXPERIENCE AND SOCIAL RESPONSIBILITIES The details of the Company's Directors in office during the financial year and until the date of this report (except as otherwise stated) are set out below. CCuurrrreenntt DDiirreeccttoorrss DDaavviidd FFoosstteerr Chairman (from 31 March 2023;) IInnddeeppeennddeenntt NNoonn--EExxeeccuuttiivvee DDiirreeccttoorr (from 15 December 2022) Master of Business Administration; Bachelor of Applied Science; Fellow of the Australian Institute of Management; Senior Fellow of the Financial Services Institute of Australasia; Member of the Australian Institute of Company Directors Experience: David Foster is an experienced chairman and non-executive director, who has served on boards across a diverse range of industries including financial services, retail, government, education and professional services. David currently holds various ASX-listed company directorships, including as a Director of Bendigo and Adelaide Bank Limited and as Chairman of G8 Education Limited. David is the former Chairman of the Regional Investment Corporation and was previously a Board member of Genworth Mortgage Insurance Australia and a Non-Executive Director of Australian Reinsurance Pool Corporation. David forged a career of more than 25 years in the financial services sector, including over five years as Chief Executive Officer of Suncorp Bank where he had responsibility for navigating the Bank through the global financial crisis and delivering a significant turnaround and restructuring of the Bank. He retired as CEO at the end of 2013. Special Responsibilities: - Chairman of the Board - Member of the Audit Committee - Interim Chair of the Risk and Compliance Committee (pending probity approval of new director) - Member of the Remuneration and People Committee - Member of the Safer Gambling, Governance and Ethics Committee Directorships of other Australian listed companies held during the last 3 years: - Bendigo and Adelaide Limited (4 September 2019 to present) - G8 Education Limited (1 February 2016 to present) - Helia Group Limited (30 May 2016 to 31 March 2022) - Motorcycle Holdings Limited (8 March 2016 to 23 December 2022) 18 58 18 THE STAR ENTERTAINMENT GROUP 2023 ANNUAL REPORT DIRECTORS' REPORT FOR THE YEAR ENDED 30 JUNE 2023 CCuurrrreenntt DDiirreeccttoorrss RRoobbbbiiee CCooookkee Managing Director and Group Chief Executive Officer (Robbie commenced as Group Chief Executive Officer on 17 October 2022 and was appointed Managing Director on 18 November 2022). Bachelor of Laws (Honours); Bachelor of Commerce; Graduate Diploma in Company Secretarial Practice; Associate of the Governance Institute of Australia; Member of the Australian Institute of Company Directors; Solicitor of the Supreme Court of Queensland Experience: Robbie Cooke has led four ASX listed companies in a business career spanning more than 30 years. He has traversed scale-ups, listings and significant M&A actions. He had an 11-year executive career in lotteries, race wagering and sports betting at Tatts Group Limited and a predecessor company, UNiTAB Limited, including five years as CEO and Managing Director. Robbie also ran Australia’s leading online travel company Wotif.com Limited for seven years, taking the business through scaleup from start-up mode, achieving a circa fivefold increase in profits and a successful IPO in 2006. Immediately prior to joining The Star, Robbie was the Chief Executive Officer and Managing Director of Tyro Payments, an Australian based payments fintech which he successfully led to Initial Public Offering in 2019. Special Responsibilities: Nil Directorships of other Australian listed companies held during the last 3 years: - Tyro Payments Limited (18 October 2019 to 3 October 2022) MMiicchhaaeell IIsssseennbbeerrgg Independent Non-Executive Director (from 11 July 2022) BS in Hotel Administration – Cornell University USA French Order of Merit (Ordre national du Mérite) Experience: Michael Issenberg is an experienced executive and director with over 40 years’ experience in the hotel and casino industries. Michael is currently Chairman of Tourism Australia, Director of TFE Hotels, and he is a Lifetime Member of Tourism & Transport Forum Australia and the Cornell Hotel Society. Michael was formerly the Chairman of Reef Corporate Services Limited and Non-Executive Director for over 20 years, the Responsible Entity of Reef Casino Trust. Prior to that, he held various executive roles with AccorHotels for 25 years, most recently as Chairman and Chief Executive Officer of AccorHotels Asia Pacific. He previously held the role of Chief Executive Officer of Mirvac Hotels, following a successful career at Westin Hotels and Resorts, Laventhol & Horwath, and Horwath & Horwath Services Pty Limited in San Francisco and Sydney. Special Responsibilities: - Member of the Audit Committee - Member of the Safer Gambling, Governance and Ethics Committee - Chair of the Remuneration and People Committee Directorships of other Australian listed companies held during the last 3 years: - Reef Corporate Services as responsible entity of Reef Casino Trust (21 January 2002 to 18 March 2022) 19 19 59 THE STAR ENTERTAINMENT GROUP 2023 ANNUAL REPORT DIRECTORS' REPORT FOR THE YEAR ENDED 30 JUNE 2023 CCuurrrreenntt DDiirreeccttoorrss DDeebboorraahh PPaaggee AAMM Independent Non-Executive Director (from 13 March 2023) Bachelor of Economics, Fellow of Chartered Accountants Australia and New Zealand, Fellow of the Australian Institute of Company Directors Experience: Deborah Page is a Chartered Accountant with dual audit partner and CFO experience during her executive career. She has specific experience in corporate finance, accounting, audit, mergers and acquisitions, capital markets, insurance and joint venture arrangements. Deborah has extensive experience as a company director gained across ASX listed, private, public sector and regulated entities since 2001. Her relevant sector experience includes property, technology, and the regulated sectors of insurance and funds management. Deborah's experience management, remuneration practices, investor relations and health, safety and environment. leadership, governance and compliance, includes Board risk Deborah is currently a Non-Executive Director of Brickworks Limited and Growthpoint Properties Australia Limited. Deborah is a member of Chief Executive Women and a member of the Takeovers Panel. Special Responsibilities: - Chair of the Audit Committee - Member of the Risk and Compliance Committee - Member of the Safer Gambling, Governance and Ethics Committee Directorships of other Australian listed companies held during the last 3 years: - Brickworks Limited (1 July 2014 to present) - Growthpoint Properties Australia Limited (1 March 2021 to present) - Pendal Group Limited (7 April 2014 to 23 January 2023) - Service Stream Limited (21 September 2010 to 30 April 2023) 20 60 20 THE STAR ENTERTAINMENT GROUP 2023 ANNUAL REPORT DIRECTORS' REPORT FOR THE YEAR ENDED 30 JUNE 2023 CCuurrrreenntt DDiirreeccttoorrss AAnnnnee WWaarrdd Independent Non-Executive Director (from 18 November 2022) Barrister and Solicitor of the Supreme Court of Victoria; Fellow of the Australian Institute of Company Directors; Bachelor of Laws; Bachelor of Arts Experience: Anne Ward is an experienced company director with expertise in business management, strategy, governance, risk and finance and broad industry experience spanning financial services, banking, tourism, entertainment and gaming. technology, healthcare, government, education, insurance, Anne also has considerable experience in complex governance, transformation and risk management across highly regulated sectors, including casinos. Anne is currently Chair of ASX-listed ecommerce group Redbubble Ltd and communication software provider Symbio Holdings Ltd. Anne was formerly Chairman of Colonial First State Investments Ltd, Qantas Superannuation Ltd and Zoos Victoria, and a director of Crown Resorts Limited, MYOB Group Ltd and Flexigroup Ltd. She was previously a Council Member at RMIT University for several years, where she contributed to an uplift in governance for the university sector in Australia. Prior to her career as a professional director, Anne was a commercial lawyer for 28 years and was General Counsel for Australia at the National Australia Bank and a partner at Minter Ellison in Melbourne. Special Responsibilities: - Chair of the Safer Gambling, Governance and Ethics Committee - Member of the Risk and Compliance Committee - Member of the Remuneration and People Committee Directorships of other Australian listed companies held during the last 3 years: - Redbubble Ltd (22 March 2018 to present) - Symbio Holdings Limited (22 July 2021 to present) - Crown Resorts Limited (13 January 2022 to 24 June 2022) 21 21 61 THE STAR ENTERTAINMENT GROUP 2023 ANNUAL REPORT DIRECTORS' REPORT FOR THE YEAR ENDED 30 JUNE 2023 FFoorrmmeerr DDiirreeccttoorrss BBeenn HHeeaapp GGeerraarrdd BBrraaddlleeyy AAOO KKaattiiee LLaahheeyy AAMM RRiicchhaarrdd SShheeppppaarrdd Chairman (from 1 June 2022 to 31 March 2023) NNoonn--EExxeeccuuttiivvee DDiirreeccttoorr (from 28 May 2018 to 31 March 2023) Bachelor of Commerce (Finance); Bachelor of Science (Mathematics); Graduate of the Australian Institute of Company Directors Non-Executive Director (from 30 May 2013 to 31 October 2022) Bachelor of Commerce; Diploma of Advanced Accounting; Fellow of the Institute of Chartered Accountants; Fellow of CPA Australia; Fellow of the Australian Institute of Company Directors; Fellow of the Institute of Managers and Leaders; Officer of the Order of Australia Non-Executive Director (from 1 March 2013 to 30 December 2022) Bachelor of Arts (First Class Honours); Master of Business Administration; Member of the Order of Australia Non-Executive Director (from 1 March 2013 to 22 November 2022) Bachelor of Economics (First Class Honours); Fellow of the Australian Institute of Company Directors 22 62 22 THE STAR ENTERTAINMENT GROUP 2023 ANNUAL REPORT DIRECTORS' REPORT FOR THE YEAR ENDED 30 JUNE 2023 7 DIRECTORS' INTERESTS IN SECURITIES At the date of this report (except as otherwise stated), the Directors had the following relevant interests in the securities of the Company: OOrrddiinnaarryy SShhaarreess PPeerrffoorrmmaannccee RRiigghhttss CCuurrrreenntt David Foster a Robbie Cookeb Michael Issenberg c Deborah Page AM d Anne Ward e 13,948 Nil 20,000 35,500 Nil Nil 1,162,053 Nil Nil Nil a b c d e Appointed as Chairman on 31 March 2023. Appointed as Non-Executive Director on 15 December 2022 following the receipt of all necessary regulatory approvals. Appointed as Chief Executive Officer on 17 October 2022 with regulatory approvals in NSW pending. Commenced as Managing Director on 18 November 2022 following the receipt of all necessary regulatory approvals. Appointed as Non-Executive Director on 11 July 2022 following the receipt of all necessary regulatory approvals. Appointed as Non-Executive Director on 13 March 2023 following the receipt of all necessary regulatory approvals. Appointed as Non-Executive Director on 18 November 2022 following the receipt of all necessary regulatory approvals. 8 COMPANY SECRETARY Jennie Yuen holds the position of Group Manager Shareholder Relations and Company Secretary (appointed on 29 July 2021). Ms Yuen has a commercial and corporate law background in private practice and over 15 years of company secretariat and corporate governance experience with ASX listed and public companies. Prior to joining The Star Entertainment Group, Ms Yuen was employed as a solicitor and company secretary at Company Matters Pty Limited and was the outsourced company secretary of various ASX listed companies, including Analytica Limited, National Leisure and Gaming Limited and Oaks Hotels & Resorts Limited. Ms Yuen holds a Bachelor of Laws and a Bachelor of Commerce. She is a member of the Queensland Law Society and a Fellow of the Governance Institute of Australia. 23 23 63 THE STAR ENTERTAINMENT GROUP 2023 ANNUAL REPORT Appointed as Chairman on 31 March 2023. Appointed as Non-Executive Director on 15 December 2022 following the receipt of all necessary regulatory approvals. Appointed as Chief Executive Officer on 17 October 2022 with regulatory approvals in NSW pending. Commenced as Managing Director on 18 November 2022 following the receipt of all necessary regulatory approvals. DIRECTORS' REPORT FOR THE YEAR ENDED 30 JUNE 2023 9 BOARD AND COMMITTEE MEETING ATTENDANCE During the financial year ended 30 June 2023, the Company held 45 meetings of the Board of Directors (including 33 unscheduled meetings). The numbers of Board and Committee meetings attended by each of the Directors during the year are set out in the table below. RReemmuunneerraattiioonn && PPeeooppllee CCoommmmiitttteeee k AA BB AA BB AA BB AA BB RRiisskk && CCoommpplliiaannccee CCoommmmiitttteeee j AAuuddiitt CCoommmmiitttteeee BBooaarrdd ooff DDiirreeccttoorrss 1 - 7 1 - 1 - 7 1 - 2 - 3 2 3 30 34 44 16 33 30 34 45 18 34 DDiirreeccttoorrss David Foster a Robbie Cooke b Michael Issenberg c Deborah Page AM d Anne Ward e FFoorrmmeerr Ben Heap f Gerard Bradley AO g Katie Lahey AM h Richard Sheppard i A - B - Maximum number of meetings available for attendance as a Board or Committee member. a Number of meetings attended as a Board or Committee member. 27 10 17 12 27 10 14 12 1 - 4 - 3 1 - 4 - 3 2 - 3 2 3 6 4 - 4 3 1 1 1 2 - 1 - 6 4 - 4 2 - 1 - 3 1 1 1 RReemmuunneerraattiioonn,, PPeeooppllee && SSoocciiaall RReessppoonnssiibbiilliittyy CCoommmmiitttteeee l AA BB SSaaffeerr GGaammbblliinngg,, GGoovveerrnnaannccee && EEtthhiiccss CCoommmmiitttteeee m AA BB - - 2 - - 2 2 2 - - - 2 - - 2 2 2 - 2 - 2 2 2 1 - - - 2 - 2 2 2 1 - - - b c d e f g h i j k l m The Group Chief Executive Officer and Managing Director is not a member of any Board Committee but may attend Board Committee meetings upon invitation. That attendance is not recorded here. Appointed as Non-Executive Director on 11 July 2022 following the receipt of all necessary regulatory approvals. Appointed as Non-Executive Director on 13 March 2023 following the receipt of all necessary regulatory approvals. Appointed as Non-Executive Director on 18 November 2022 following the receipt of all necessary regulatory approvals. Retired as Chairman and Non-Executive Director on 31 March 2023. Retired as Non-Executive Director on 31 October 2022. Retired as Non-Executive Director on 30 December 2022. Retired as Non-Executive Director on 22 November 2022. The Risk and Compliance Committee was formerly the Risk, Compliance and Regulatory Performance Committee (name changed on 21 November 2022. The Remuneration and People Committee was formerly known as the Remuneration, People and Social Responsibility Committee. The name and remit of the Remuneration, People and Social Responsibility Committee changed on 21 November 2022 following the establishment of the Safer Gambling, Governance and Ethics Committee. The Safer Gambling, Governance and Ethics Committee was established on 21 November 2022. Details of the functions and memberships of the Committees of the Board and the terms of reference for each Board Committee are available from the Corporate Governance section of the Company’s website. 10 INDEMNIFICATION AND INSURANCE OF DIRECTORS AND OFFICERS The Directors and Officers of the Company are indemnified against liabilities pursuant to agreements with the Company. The Company has entered into insurance contracts with third party insurance providers, in accordance with normal commercial practices. Under the terms of the insurance contracts, the nature of the liabilities insured against and the amount of premiums paid are confidential. 24 64 24 THE STAR ENTERTAINMENT GROUP 2023 ANNUAL REPORT DIRECTORS' REPORT FOR THE YEAR ENDED 30 JUNE 2023 11 INDEMNIFICATION OF AUDITORS To the extent permitted by law, the Company has agreed to indemnify its auditors, Ernst & Young Australia, as part of the terms of its audit engagement agreement against claims by third parties arising from the audit (for an unspecified amount). No payment has been made to indemnify Ernst & Young during or since the end of the financial year. 12 NON-AUDIT SERVICES Ernst & Young, the external auditor to the Company and the Group, provided non-audit services to the Company during the financial year ended 30 June 2023. The Directors are satisfied that the provision of non-audit services during this period was compatible with the general standard of independence for auditors imposed by the Corporations Act 2001 (Cth). The nature and scope of each type of non-audit service provided did not compromise auditor independence. These statements are made in accordance with advice provided by the Audit Committee. The Audit Committee reviews the activities of the independent external auditor and reviews the auditor’s performance on an annual basis. Limited authority is delegated to the Group Chief Financial Officer for the pre-approval of audit and non-audit services proposed by the external auditor, limited to $50,000 per engagement and capped at 40% of the relevant year's audit fee. Delegated authority is only exercised in relation to services that are not in conflict with the role of statutory auditors, where management does not consider the services to impair the independence of the external auditor and the external auditor has confirmed that the services would not impair their independence. Any other non-audit related work to be undertaken by the external auditor must be approved by the Chair of the Audit Committee. Further details relating to the Audit Committee and the engagement of auditors are available in the Corporate Governance Statement. Ernst & Young, acting as the Company’s external auditor, received or is due to receive the following amounts in relation to the provision of non-audit services to the Company: DDeessccrriippttiioonn ooff sseerrvviicceess Fees for other assurance and agreed-upon-procedures services (including sustainability assurance) under contractual arrangements where there is discretion as to whether the service is provided by the auditor Fees for other advisory and compliance services TToottaall ooff aallll nnoonn--aauuddiitt aanndd ootthheerr sseerrvviicceess $$000000 197.6 58.0 225555..66 Amounts paid or payable by the Company for audit and non-audit services are disclosed in note F10 of the Financial Report. 13 ROUNDING OF AMOUNTS The Star Entertainment Group Limited is a company of the kind specified in the Australian Securities and Investments Commission’s ASIC Corporations (Rounding in Financial/Directors’ Reports) Instrument 2016/191. In accordance with that Instrument, amounts in the Financial Report and the Directors’ Report have been rounded to the nearest hundred thousand dollars unless specifically stated to be otherwise. 14 AUDITOR'S INDEPENDENCE DECLARATION Attached is a copy of the auditor's independence declaration provided under section 307C of the Corporations Act 2001 (Cth) in relation to the audit of the Financial Report for the year ended 30 June 2023. The auditor's independence declaration forms part of this Directors’ Report. The financial year ended 30 June 2023 is Scott Jarrett's first year as Lead Audit Partner, following rotation of the previous audit partner in accordance with section 92 of the Corporations Act 2001 (Cth). This report has been signed in accordance with a resolution of Directors. DDaavviidd FFoosstteerr Chairman Sydney 29 August 2023 25 25 65 THE STAR ENTERTAINMENT GROUP 2023 ANNUAL REPORT Ernst & Young 200 George Street Sydney NSW 2000 Aust ralia GPO Box 2646 Sydney NSW 2001 Tel: +61 2 9248 5555 Fax: +61 2 9248 5959 ey.com/au Audit or’s Independence Declarat ion t o t he Dir ect ors of The St ar Ent ert ainment Group Limit ed As lead auditor for the audit of the financial report of The Star Enter tainment Group for the financial year ended 30 June 2023, I declare to the best of my knowledge and belief, there have been: a) No contraventions of the auditor independence requirements of the Corporations Act 2001 in relation to the audit; b) No contraventions of any applicable code of professional conduct in relation to the audit; and c) No non-audit services provided that contravene any applicable code of professional conduct in relation to the audit. This declaration is in respect of The Star Enter tainment Group Limited and the entities it controlled during the financial year. Ernst & Young Scott Jarrett Part ner 29 August 2023 26 66 26 THE STAR ENTERTAINMENT GROUP 2023 ANNUAL REPORT REMUNERATION REPORT (AUDITED) FOR THE YEAR ENDED 30 JUNE 2023 THE STAR ENTERTAINMENT GROUP LIMITED ACN 149 629 023 ASX Code: SGR and its controlled entities 67 THE STAR ENTERTAINMENT GROUP 2023 ANNUAL REPORT DIRECTORS’, REMUNERATION AND FINANCIAL REPORT INTRODUCTION FROM THE REMUNERATION AND PEOPLE COMMITTEE CHAIR Dear Shareholder, On behalf of the Board, I present the Remuneration Report for the year ended 30 June 2023 (FY23). This report is prepared on a consistent basis to the previous year for ease of reference. FY23 has been a challenging year and we are actively working to regain the trust of our shareholders, guests, regulators and the community and restore the value of your company. I want to thank Management and Team Members across the business who are working tirelessly to deliver our remediation program, a roadmap to restoring and retaining our suitability to hold casino licences in NSW and Queensland. The FY22 Remuneration Report received positive support from shareholders with 70.25% voting for its adoption. We acknowledge that 29.75% of shareholders voted against its adoption and have undertaken an extensive review of our remuneration policy and frameworks to ensure that they support our purpose and goals going forward. OUR FOCUS FOR THE FY24 REMUNERATION CYCLE The remuneration framework plays an important role in reinforcing the right behaviours and culture across The Star. The short and long-term incentive plans are currently the focus of a review in recognition of the strategic and operational challenges ahead and the need to attract and retain high calibre talent. The focus of the review is to ensure that the remuneration tools in place support the Board and management in the development of a strong risk management and regulatory compliance culture. The FY24 remuneration framework will also introduce a consequence management framework to further reinforce individual accountability for poor outcomes which do not support an environment of responsible gambling and the minimisation of harm to our guests. The changes will be outlined in the FY24 Remuneration Report and are integral to our cultural transformation and return to suitability. FY23 TERM INCENTIVE As one of our actions to reduce the operating cost of our business this year, the Board determined that all short-term incentives for FY23 would be cancelled. Section 5.1 provides a detailed assessment of the outcomes delivered against the Group Key Performance Indicators (KPI) for FY23. The Board exercised the discretion to reduce any incentive payable for FY23 to zero. NON-EXECUTIVE DIRECTOR FEES At the same time, the board also reduced the Non-Executive Director base and committee fees by 10% for the remainder of the financial year (May and June). LONG TERM INCENTIVE PLAN The FY19 LTI award was tested against the Total Shareholder Return (TSR), Earnings Per Share (EPS) and Return On Invested Capital (ROIC) performance hurdles. The hurdles were not met and the awards forfeited in full for the fourth consecutive year. The FY20 LTI award will be tested against the relevant performance hurdles in October 2023. KMP CHANGES FY23 has been a period of accelerated renewal for both the executive team and the Board. Robbie Cooke commenced as the Group Chief Executive Officer | Managing Director as did Scott Saunders as the Chief Risk Officer. Geoff Hogg who had been Acting Chief Executive Officer, and Scott Wharton, The Star CEO and Group Head of Transformation also resigned during the financial year. The renewal of your Board has also progressed with David Foster (Chairman), Deborah Page and Anne Ward receiving the necessary approvals and formal appointment to the Board while Toni Thornton contributed as an observer while waiting for the necessary approvals prior to formal appointment. Further detail around the timing of the individual KMP changes including departures appears at page 29. On behalf of the Board, I invite you to read the Remuneration Report and we welcome your feedback. Yours sincerely, Michael Issenberg Remuneration and People Committee Chair 27 The Star Entertainment Group 2023 Annual Report 68 27 THE STAR ENTERTAINMENT GROUP 2023 ANNUAL REPORT REMUNERATION REPORT FOR THE YEAR ENDED 30 JUNE 2023 CONTENTS 01. KEY MANAGEMENT PERSONNEL 02. REMUNERATION GOVERNANCE 29 30 03. REMUNERATION STRATEGY AND PROGRAMS 3.1 REMUNERATION OVERVIEW 3.2 FIXED REMUNERATION 3.3 STI DESIGN 3.4 LTI DESIGN 3.5 MINIMUM SHAREHOLDING POLICY EXECUTIVE REMUNERATION RECEIVED FY23 31 32 33 35 37 37 VARIABLE REWARD OUTCOMES FOR THE FINANCIAL YEAR ENDED 30 JUNE 2023 04. 05. 5.1 STI OUTCOME FOR FY23 5.2 VESTING UNDER THE LTI 06. EXECUTIVE KMP CONTRACTS AND REMUNERATION 07. STATUTORY EXECUTIVE KMP REMUNERATION 08. NED REMUNERATION 09. OTHER INFORMATION 9.1 LOANS AND OTHER TRANSACTIONS WITH KMP 38 40 42 43 43 45 The Directors of The Star Entertainment Group Limited (The Star Entertainment Group or the Company) have approved this Remuneration Report for the consolidated entity comprising the Company and its controlled entities (collectively referred to as the Group) in respect of the financial year ended 30 June 2023. This Remuneration Report outlines the remuneration arrangements for Key Management Personnel (KMP who are defined as those persons having authority and responsibility for planning, directing and controlling the major activities of the Group, directly or indirectly, including any director whether executive or otherwise) of The Star Entertainment Group Limited. This report has been prepared in accordance with the requirements of the Corporations Act 2001, (Cth) (the Corporations Act) and its regulations. The information has been audited as required by section 308(3C) of the Corporations Act where indicated. For the purposes of this report, the term ‘Executive KMP’ means the executive director (Group Chief Executive Officer | Managing Director) and senior executives the Chief Financial Officer, Chief Risk Officer and former CEO The Star Sydney and Group Head of Transformation, and former Acting Chief Executive Officer but excludes Non- Executive Directors (NEDs). THE STAR ENTERTAINMENT GROUP LIMITED A.C.N. 149 629 023 ASX CODE: SGR AND ITS CONTROLLED ENTITIES The Star Entertainment Group 2023 Annual Report 28 28 69 THE STAR ENTERTAINMENT GROUP 2023 ANNUAL REPORT 01. KEY MANAGEMENT PERSONNEL The names and titles of the Company’s KMP for the year ended 30 June 2023 are set out below. NON-EXECUTIVE DIRECTORS FORMER NON-EXECUTIVE DIRECTORS David Foster1 Chairman Anne Ward2 Chair of Safer Gambling, Governance and Ethics Committee Deborah Page AM3 Chair of Audit Committee Michael Issenberg Chair of Remuneration and People Committee Gerard Bradley AO (ceased 31 October 2022) Board Member Katie Lahey4 AM (ceased 30 December 2022) Chair of Remuneration, People and Social Responsibility Committee Richard Sheppard (ceased 22 November 2022) Chair of Audit Committee Ben Heap5 (ceased 31 March 2023) Chairman CURRENT EXECUTIVE KMP Robbie Cooke6 Managing Director and Chief Executive Officer Christina Katsibouba7 Chief Financial Officer Scott Saunders8 Chief Risk Officer FORMER EXECUTIVE KMP Geoff Hogg9 Acting Chief Executive Officer Scott Wharton10 CEO The Star Sydney and Group Head of Transformation 1 On 22 March 2023, the Company announced the appointment of David Foster as Chairman, following the retirement of Chairman Ben Heap. Mr Foster commenced in this role from 1 April 2023. 2 On 15 August 2022, the Company announced the appointment of Anne Ward as a Non Executive Director, subject to casino regulatory approval being obtained. Anne Ward commenced as a Non-Executive Director on 18 November 2022. 3 On 11 November 2022, the Company announced the appointment of Deborah Page as a Non Executive Director, subject to casino regulatory approvals being obtained. Deborah Page commenced as a Non-Executive Director on 13 March 2023. 4 On 15 December 2022, the Company announced that Katie Lahey would stand down from the Board. Ms Laheyʼs cessation date was 30 December 2022. 5 On 22 March 2023, the Company announced the resignation of Ben Heap from the Board. Mr Heapʼs cessation date was 31 March 2023. 6 13 October 2022, the Company announced the appointment of Robbie Cooke as Managing Director and Chief Executive Officer commencing 17 October 2022. 7 On 28 December 2022, the Company announced the appointment of Christina Katsibouba as Chief Financial Officer effective 1 January 2023. Christina had been Interim Chief Financial Officer from 9 May 2022. 8 On 13 February 2023, the Company announced the commencement of Scott Saunders as Chief Risk Officer. 9 Geoff Hoggʼs cessation date with the Company was 24 March 2023. 10 Scott Wharton commenced with the Company on 25 July 2022, Scott Whartonʼs cessation date was 28 April 2023. 29 The Star Entertainment Group 2023 Annual Report 70 29 THE STAR ENTERTAINMENT GROUP 2023 ANNUAL REPORT 02. REMUNERATION GOVERNANCE The Remuneration and People Committee (the Committee) considers matters relating to the remuneration of KMP as well as the remuneration policies of the Group generally. This includes reviewing and recommending to the Board, the remuneration of the Chairman and NEDs, Executive KMP and other direct reports to the MD and CEO. The main responsibilities of the Committee are outlined in the Committee�s Terms of Reference, available on the corporate governance page of the Company’s website at: www.starentertainmentgroup.com.au/corporate-governance/ Under the Committee’s Terms of Reference, the majority of Committee members must be independent non-executive directors and the Chair of the Committee must be an independent non-executive director. All members of the Committee (including the Chair of the Committee) are independent non-executive directors. Details of members of the Committee and their background are included in the Directors’ Report. THE FOLLOWING DIAGRAM REPRESENTS THE STAR ENTERTAINMENT GROUP’S REMUNERATION DECISION-MAKING STRUCTURE BOARD – Reviews and approves remuneration outcomes, framework, strategy and policy – Exercises discretion in relation to targets, goals or funding pools REMUNERATION AND PEOPLE COMMITTEE – Reviews and recommends to the Board the remuneration framework, strategy and policy – Reviews and recommends to the Board remuneration review outcomes for NEDs, Executive KMP and other direct reports to the MD and CEO SHAREHOLDERS – Feedback received through shareholder votes on the Remuneration Report at the AGM and consultation with key stakeholders MANAGEMENT – Proposals on executive remuneration outcomes – Implementing remuneration policies REMUNERATION ADVISORS – External and independent remuneration advice and information USE OF REMUNERATION ADVISORS The Committee seeks external advice from time to time to ensure it is fully informed when making remuneration decisions. Remuneration advisors are engaged by, and report directly to, the Committee. PricewaterhouseCoopers (PwC) are the Group’s appointed independent external remuneration consultants. No remuneration recommendations as defined by the Corporations Act were provided by PwC during FY23. GENDER PAY EQUITY The Group is committed to all employees being remunerated fairly and equitably. The Group conducts annual gender pay equity reviews that are presented to the Committee and continues to address any gender pay equity issues as they arise. The Star Entertainment Group 2023 Annual Report 30 30 71 THE STAR ENTERTAINMENT GROUP 2023 ANNUAL REPORT 03. REMUNERATION STRATEGY AND PROGRAMS 3.1 REMUNERATION OVERVIEW REMUNERATION PRINCIPLES FIGURE 1: REMUNERATION PRINCIPLES Being market competitive to attract and retain high performing individuals. Linking variable pay outcomes to both Company and individual performance. Having a transparent and leader-lead performance management system. Promoting gender pay equity. Administering consistent, easy to understand, transparent remuneration practices underpinned by a strong governance process. REMUNERATION MIX Variable remuneration (comprising STI and LTI at target amounts) accounts for the majority of the total remuneration mix for the Managing Director and Chief Executive Officer and other Executive KMP as illustrated in Figure 2 below. FIGURE 2: REMUNERATION MIX Fixed Remuneration 38.5% 38.5% LTI Fixed Remuneration 46% STI Cash 15.3% 7.7% STI Restricted Shares Fixed At Risk 27% LTI 9% STI Restricted Shares 18% STI Cash Managing Director and Chief Executive Officer Other Executive KMP REMUNERATION TIME HORIZON Figure 3 provides an illustrative indication of how remuneration will be delivered to Executive KMP. FIGURE 3: REMUNERATION TIME HORIZON Fixed Remuneration STI Cash (66.66%) STI restricted shares (33.33%) LTI performance rights YEAR 1 YEAR 2 YEAR 3 YEAR 4 YEAR 5 Date granted End of deferral/performance period Date payable/eligible for vesting 31 The Star Entertainment Group 2023 Annual Report 72 31 THE STAR ENTERTAINMENT GROUP 2023 ANNUAL REPORT Table 1 below summarises the components of Executive KMP’s Total Annual Reward (TAR) and their link to the strategic objectives of the Group. TABLE 1: COMPONENTS OF EXECUTIVE KMP’S TAR OPPORTUNITY Rationale Structure Quantum Fixed Remuneration STI LTI Fixed remuneration forms an integral component of the overall employee value proposition of the Group, designed to attract and retain the talented teams required to operate the business. These teams will be critical in delivering on our business plan to achieve excellence in guest service, build and operate world class properties, and create long term shareholder value. Annual pay reviews occur in August each year with remuneration changes effective from 1 September. Base remuneration and superannuation. Targeted at the median of relevant external peer group. The STI is designed to drive the execution of the business plan in the short and long term and aligns performance outcomes to shareholder value creation. STI performance targets are underpinned by the Group’s strategic priorities that include: The LTI is designed to reward participants for their contribution towards achieving the Group’s strategic priorities orientated around delivering long term sustainable shareholder value creation. Performance is measured against three criteria: – Shareholder Value – Relative Total Shareholder – World Class Properties Return (TSR) – Guest Service Excellence – Earnings per Share (EPS) (differentiated value proposition) – Return on Invested Capital (ROIC) – Talented Teams – Risk Management and Sustainability Two thirds cash, one third restricted shares deferred for one year. Performance rights with vesting subject to performance over a four year period. Executive KMP target 60% of fixed remuneration. MD & CEO target 60% of fixed remuneration. Executive KMP target 60% of fixed remuneration. MD & CEO target 100% of fixed remuneration. 3.2 FIXED REMUNERATION The fixed remuneration received by Executive KMP may include base salary, superannuation and non-monetary benefits. The amount of fixed remuneration an executive receives is based on the following: – Scope and responsibilities of the role; – Reference to the level of remuneration paid to executives of comparable ASX-listed organisations, with similar market capitalisation (range 70% to 160% of The Star Entertainment Group’s market capitalisation) and appropriate gaming and entertainment peers; and – Level of international and domestic gaming knowledge, skills and experience of the individual. Fixed remuneration is reviewed annually, and the policy is to target fixed remuneration at the median of the market. Fixed remuneration may deviate from the market median depending on the individual’s capabilities and other business factors. The Star Entertainment Group 2023 Annual Report 32 32 73 THE STAR ENTERTAINMENT GROUP 2023 ANNUAL REPORT 3.3 STI DESIGN (STI) The STI design incorporates the following elements: – A holistic ‘basket of measures’ to assess Company performance A holistic basket of measures to assess Company performance achieves a greater balance between financial and non-financial measures. Company performance accounts for 80% of the overall STI award for Executive KMP, with the capacity to pay maintained through a higher weighting on the NPAT metric at 40% of the total award. – Company metrics – Group Regulatory Compliance and Risk Management, Employee Engagement and Guest Satisfaction The Group Regulatory Compliance and Risk Management metric was increased to a weighting of 20% of the award opportunity to recognise the Company’s focus on this critical area in the business. This metric takes into account safety measures, mandatory compliance training, remediation milestones and timely reporting of incidents and breaches. Engagement as a metric to enhance the focus on people as the Company faces increasing competition for talent which also has a weighting of 10% of the total award opportunity. A Guest Satisfaction performance metric of 10% to focus on providing Guests with exceptional service. – Individual performance Individual performance accounts for 20% of the overall STI award for Executive KMP. This allows for emphasis to be placed on individual priorities for each Executive KMP to reward exceptional performance. – Guiding principles to inform the use of discretion Similar to the LTI, a set of guiding principles inform the use of discretion under the STI (refer to Table 2 below). The number of employees who participated in the STI for FY23 was 776 (increased from 682 for FY22). Each of the Executive KMP participated in the plan. Table 2 sets out the key features of the STI. TABLE 2: KEY DESIGN FEATURES OF THE STI Purpose To reward participants for execution of the Group’s strategy and achievement of operational goals during the performance period. Performance Metrics and weightings Metric Group Normalised NPAT1 Group Guest Satisfaction Group Regulatory Compliance and Risk Management Group Engagement Individual Performance Weighting 40% 10% 20% 10% 20% Group Performance Metrics Payment Scale Individual Performance Payment Scale Group performance metrics are assessed by measuring each individual outcome against the Board approved targets. Outcome % <90% 90% 95% 100% 110% Payout % No payment 50% 75% 100% 150% Individual performance is determined by assessing performance against individual priorities to arrive at a performance rating. Performance ratings link to payment ranges as follows: Rating 1 – Did not meet 2 – Meets some 3 – Meets all 4 – Exceeds 5 – Outstanding Payout % Range No payment 0 – 50% 50 – 100% 100 – 125% 125 – 150% 33 The Star Entertainment Group 2023 Annual Report 74 33 THE STAR ENTERTAINMENT GROUP 2023 ANNUAL REPORT Payment calculation A participant’s individual STI award is based on the following calculation: Fixed Remuneration X Individual Target STI % X Performance Metrics Outcome % (0 – 150%) = Individual STI award (capped at 150% x target) Incentive opportunity levels Delivery of payments (including deferrals) Clawback Guiding Principles for informing discretion Opportunities are based on the participant’s incentive target in their employment contract (refer Table 12). The payment range available is 0% – 150% of the participant’s incentive target. Two-thirds of payments are delivered in cash in September. One-third of all payments are held in restricted shares for a period of twelve months from the date of the award. These shares are forfeited in the event that the participant voluntarily terminates from the Group or is terminated with cause (refer Clawback below). Restricted shares may also be forfeited in part or full in instances of fraud, dishonesty, breach of obligations including the Group’s Code of Conduct. Participants are entitled to receive dividends and have voting rights during the restriction period, however they are unable to vote on remuneration resolutions at the AGM. Incentives may be clawed back where there has been a material misrepresentation of the financial outcomes on which the payment had been assessed and/or the participant’s actions have been found to be fraudulent, dishonest or in breach of the Group’s Code of Conduct (e.g. misconduct). This provision may extend up to the prior three financial years of STI payments. 1. Nature and timing of adjustments – adjustments, both positive and negative, will only be made to the performance/reward outcome (rather than the target) at the time of vesting. 2. Transparency – the Company will provide a clear rationale and disclosure for any adjustments made (for example, providing a reconciliation to statutory results), especially in cases where, prima facie, performance has not been achieved. 3. Material or significant events – adjustments will only be made for events or items over the performance period that have a material impact on the outcome. Adjustments will also only be made where it has an impact on the result of the award. 4. Balancing short term and long term performance – adjustments will be made that balance the interests of short term performance outcomes with long term performance outcomes. For example, where a short term objective was not met because a strategic decision was taken to support a longer term objective. Adjustments will, where appropriate, be informed by the assumptions used in the business plan from which the target was set, to determine whether there has been a material deviation in the assumptions used and whether this was outside of management’s control. 5. Maintain plan integrity – adjustments will be carefully considered to ensure they maintain the plan’s integrity and purpose. 6. Assessing behavioural impacts on performance outcomes – the actions of participants will be considered in the achievement of performance metrics to assess adherence to the Company’s code of conduct. 7. Exercising discretion consistently and fairly – the use of discretion will be applied consistently both positively and negatively and information used will be sufficiently objective and free from bias to ensure decisions are arrived at fairly. 1 Normalised results reflect the underlying performance of the business and exclude significant items that are considered by their nature and size unusual or not in the ordinary course of business. This methodology has been consistently applied since FY12. The Star Entertainment Group 2023 Annual Report 34 34 75 THE STAR ENTERTAINMENT GROUP 2023 ANNUAL REPORT 3.4 LTI DESIGN There were no changes to the design or performance measures in place for FY23. In FY23, there were 20 participants invited to participate in the plan (32 participants in FY22). Each of the Executive KMP participates in the plan. TABLE 3: KEY DESIGN FEATURES OF THE LTI Purpose The LTI is designed to reward participants for their contributions towards achieving the Group’s strategic priorities orientated around delivering long term sustainable shareholder value creation. Type of Equity Award Performance rights (zero exercise price options) are used for the LTI. No amount is payable on the grant of the performance rights or upon vesting of performance rights. If the performance rights vest, an equivalent number of fully paid ordinary shares will be automatically delivered to the holder. Determination of the number of rights Dividend entitlements Test Date and Vesting date Cessation of employment, Change of Control and Clawback Vesting conditions (hurdles) Upon vesting of the performance rights and subject to the holder remaining employed with the Company, the Company will deliver to the holder fully paid ordinary shares in the Company. The holder will receive full voting and dividend rights corresponding to the rights of all other holders of ordinary shares in the Company. The number of performance rights allocated to a participant is based on their Target LTI award, divided by the Face Value of a Performance Right as shown in the following calculation: Target LTI ($) ÷ Face Value of a performance right = Number of performance rights allocated The Face Value reflects the face value of the share at the effective Grant Date with reference to the volume weighted average price (VWAP) of the Company’s shares traded on the ASX on the 20 trading days prior to the Effective Grant Date. Details of annual grants to Executive KMP are set out in Table 10. Participants are not entitled to dividends until shares are allocated (based on meeting the relevant performance hurdles). At that time, dividends will either be paid by allocating dividend equalisation shares or by means of a cash equivalent payment, based on actual dividends paid to shareholders during the vesting period, the degree to which performance hurdles were met and the extent of vesting of the award. Performance rights are tested on the fourth anniversary of the Effective Grant Date and are not subject to retesting. All unvested performance rights lapse immediately upon cessation of employment with the Group. However, the Board has discretion in special circumstances to determine the number of performance rights retained and the terms applicable. Special circumstances include events such as retirement, redundancy, death and permanent disability. If a Change of Control Event occurs, or the Board determines in its absolute discretion that a Change of Control Event may occur, the Board will determine in its absolute discretion appropriate treatment regarding any awards. Unvested rights may be forfeited where there has been a material misrepresentation of the financial outcomes on which the award had been assessed and/or the participant’s actions have been found to be fraudulent, dishonest or in breach of the Company’s Code of Conduct (e.g. misconduct). TSR (33.3% of the award) The Company’s TSR ranking against the peer group of companies (relative TSR) is used as a performance hurdle, as it directly aligns the interests of participants with the interests of shareholders, which is to maximise its TSR compared with the TSR for peer companies. The table below sets out the vesting scale for TSR. The Company’s TSR ranking, compared to its peer group, must be at least at the 50th percentile for any vesting to occur. TSR Percentile Ranking Below the 50th percentile At the 50th percentile Percentage of awards vesting 0% vesting 50% vesting Above the 50th and below the 75th percentile Pro-rata between 50% (at 50th percentile) and 100% (at 75th percentile) At or above the 75th percentile 100% EPS (33.3% of the award) The EPS hurdle measures statutory earnings per ordinary share adjusted for the theoretical win rate in the VIP Rebate business. It drives a line of sight between shareholder value creation and management’s financial performance. The threshold hurdle is set by the Board by reference to market consensus. The target hurdle is set by the Board by reference to the Company’s Board approved five-year business plan. While the Board may exercise certain discretions under the LTI, the Board will only consider exercising its discretion with respect to any applicable adjustments to thresholds and targets, at the time of testing for vesting purposes (refer to guiding principles on next page). 35 The Star Entertainment Group 2023 Annual Report 76 35 THE STAR ENTERTAINMENT GROUP 2023 ANNUAL REPORT Vesting conditions (hurdles) (continued) The table below sets out the percentage of the performance rights subject to the Company’s EPS performance as at the Test Date. EPS Performance Below threshold At threshold Percentage of awards vesting 0% vesting 50% vesting Between threshold and stretch Pro-rata between threshold and stretch Stretch target 100% ROIC (33.4% OF THE AWARD) The ROIC hurdle measures statutory EBIT, adjusted for the theoretical win rate in the International VIP Rebate business, as a proportion of average Net Debt and average Shareholder Equity. That is: ROIC = EBIT adjusted for theoretical win rate in the International VIP Rebate business Average Net Debt + average Shareholder Equity The ROIC hurdle measures the efficiency of earnings generated from capital investments made by the Group and seeks to create alignment of incentive programs in driving the execution of the Group’s capital intensive strategy to build new assets and improve existing properties, with the aim of generating additional revenue and ultimately sustainable value for shareholders. The threshold hurdle is set by the Board based on the Group’s present ROIC levels, and the target hurdle is set with reference to the Group’s five-year business plan. While the Board may exercise certain discretions under the LTI, the Board will only consider exercising its discretion with respect to adjustments to thresholds and targets at the time of testing for vesting purposes and applying the guiding principles set out below. The table below sets out the percentage of performance rights subject to the Company’s ROIC performance as at the Test Date. ROIC Performance Below threshold At threshold Percentage of awards vesting 0% vesting 50% vesting Between threshold and stretch Pro-rata between threshold and stretch Stretch target 100% The Company will disclose the EPS and ROIC targets on a retrospective basis to ensure that the Company’s competitive position is not undermined. The Board has adopted a set of guiding principles when it considers adjustments to performance outcomes under the LTI. The process for adjustments and principles applied are outlined below: 1. Nature and timing of adjustments – adjustments, both positive and negative, will only be made to the performance/reward outcome (rather than the target) at the time of vesting. 2. Transparency – the Company will provide a clear rationale and disclosure, for any adjustments made (for example, providing a reconciliation to statutory results), especially in cases where, prima facie, performance has not been achieved. Where possible, advance disclosure of events that may give rise to adjustments will be disclosed to ensure early communication to shareholders. 3. Material or significant events – adjustments will only be made for events or items over the vesting period that have a material impact on the outcome. Adjustments will also only be made where it has an impact on the result of the award. Where possible, the item will be referenced back to the assumptions used in the business plan from which the target was set, to determine whether there has been a material deviation in the assumptions used and whether this was outside of management’s control. For example, if there has been a change to accounting policies resulting in the EPS and/or ROIC targets being determined in a different way to how the outcome is determined at the time of vesting. 4. Balance interests of shareholders and management – adjustments will be made to balance the interests of shareholders and management, for example, if shareholders are experiencing poor results, then management should share in the burden, and vice versa (unless there are compelling reasons for this not being the case, in which event, details will be provided). 5. Maintain plan integrity – adjustments will be carefully considered to ensure they maintain the plan’s integrity and purpose (i.e. to incentivise and reward management for undertaking transactions that deliver long-term sustainable shareholder value). 6. Exercising discretion consistently and fairly – the use of discretion will be applied consistently (both positively and negatively) and information used will be sufficiently objective and free from bias to ensure decisions are arrived at fairly. Disclosure of performance hurdles Guiding principles for informing discretion The Star Entertainment Group 2023 Annual Report 36 36 77 THE STAR ENTERTAINMENT GROUP 2023 ANNUAL REPORT 3.5 MINIMUM SHAREHOLDING POLICY To support the alignment of the interests of the Board and executives with the interests of shareholders, the Group has minimum shareholding policies in place. Executive KMP are required to progressively acquire shares over a five year period from the date of their commencement in the role (for new Executive KMP). The minimum shareholding policies for NEDs, Executive KMP and Other Executives are reviewed every three years to ensure that they remain suitable for the business, to align the interests of these individuals and with shareholders generally. The Managing Director and Chief Executive Officer is to hold a minimum number of shares which is of equal value to 150% of one year’s salary (excluding superannuation) at the time of his commencement. Other Executive KMP are to hold a minimum number of shares which is of equal value to 100% of one year’s salary (excluding superannuation) at the time of their commencement. Direct and indirect holdings in shares will count towards the minimum shareholding target. Unvested performance rights do not count towards minimum shareholding requirements. All Executive KMP are on track to meet the minimum shareholding requirements in the required timeframes. Table 4 shows the number of shares and performance rights held by Executive KMP at the beginning and end of the financial year unless otherwise stated. TABLE 4: SHARES AND PERFORMANCE RIGHTS HELD BY EXECUTIVE KMP AT 30 JUNE 2023 Name Holding Balance at start of the year1 Granted as compensation Restricted shares released during the year2 Lapsed during the year Balance at the end of the year3 Current Executive KMP Robbie Cooke Performance Rights Ordinary Shares Restricted Shares – – – 1,162,053 – – Christina Katsibouba Performance Rights 195,095 174,501 Ordinary Shares 277 – Restricted Shares Scott Saunders Performance Rights Ordinary Shares Restricted Shares Former Executive KMP Scott Wharton Performance Rights Ordinary Shares Restricted Shares – – – – – – – Geoff Hogg Performance Rights 403,928 Ordinary Shares 307,106 14,621 169,047 – – 345,366 – – – – Restricted Shares4 1,976 26,726 – – – – – – – – – – – – – – – – 1,162,053 – – (20,145) 349,451 – – – – – (345,366) – – (403,928) 277 14,621 169,047 – – – – – – 3,623 (3,623) – 310,729 (25,079) – 1 For KMP who commenced in the role during the year, the balance disclosed is from the date they commenced as a KMP. 2 Restricted shares that are no longer subject to a holding lock are transferred into the ordinary shares category. 3 For KMP who ceased their role during the year, the balance disclosed is until the date they ceased as a KMP. 4 Includes 1,647 ordinary shares acquired in FY23 through salary sacrifice under the General Employee Share Plan. The shares are subject to a holding lock of two years from the acquisition dates. The holding lock was removed on cessation. 04. EXECUTIVE REMUNERATION RECEIVED FY23 REMUNERATION OUTCOMES FOR EXECUTIVE KMP IN FY23 Table 5 provides a summary of total remuneration received by Executive KMP during the 2023 financial year. This non- IFRS information differs from the Statutory Remuneration in Table 13, which presents remuneration in accordance with accounting standards. 37 The Star Entertainment Group 2023 Annual Report 78 37 THE STAR ENTERTAINMENT GROUP 2023 ANNUAL REPORT TABLE 5: FY23 EXECUTIVE REMUNERATION Name Fixed remuneration STI Cash Total Cash STI deferred equity LTI vested actual during the year $ Total value of remuneration2 $ LTI lapsed during the year1 Current Executive KMP Robbie Cooke 1,136,508 Christina Katsibouba 800,000 Scott Saunders3 672,083 Former Executive KMP2 Geoff Hogg 1,050,804 Scott Wharton 724,152 TOTAL 4,383,547 – – – – – – 1,136,508 800,000 672,083 1,050,804 724,152 4,383,547 – – – – – – – – – – – – 1,136,508 – 800,000 (23,267) 672,083 – 1,050,804 (466,537) 724,152 (398,898) 4,383,547 (888,702) 1 Represents the award value (at the 30 June 2023 share price) of the FY19 performance rights that lapsed/were foregone during the year as the minimum performance hurdles required for vesting were not met. 2 Includes payments made after resignations were tendered, including any notice period and termination payments. 3 Scott Saunders received a payment of $375,000 on completion of 3 months service and receipt of all regulatory approvals in recognition of incentives foregone from his previous employer. 05. VARIABLE REWARD OUTCOMES FOR THE FINANCIAL YEAR ENDED 30 JUNE 2023 5.1 STI OUTCOME FOR FY23 GROUP PERFORMANCE: Under the Companyʼs new STI design, as detailed in Table 2, awards for Executive KMP are generated by performance against four Company metrics, comprising 80% of the award, and individual performance comprising 20% of the award. Details of the Companyʼs targets and outcomes for FY23 are noted in Table 6 below. TABLE 6: FY23 PERFORMANCE OUTCOMES AGAINST KEY PERFORMANCE INDICATORS FOR THE STI STI Metric Weighting Target Outcome Outcome % of Target Weighted Outcome % NPAT – Deliver Budgeted Normalised NPAT Guest Satisfaction – Elevate the guest service culture and guest experience across all our properties Regulatory Compliance & Risk Management – Total Reportable Injury Frequency Rate (TRIFR) – Compliance Training Completion – Remediation program of work1 Engagement – Retain talented teams through a compelling Employee Value Proposition and highly engaged Team Member environment. Weighted Group STI Outcome Final Group STI outcome (Board discretion applied) 40% $99.4m $41.7m -58% 0% 10% 104 104 100% 10% 6.67% 13.3 16.9 77% 6.67% 90 96.5 107% 0% 9% 6.66% MET MET 100% 6.66% 10% 7.5 7.3 85% 8.5% 34% 0% In consideration of the challenging operating environment, management recommended the Board determine that the STI plan for FY23 would be cancelled as one initiative to reduce the operating cost base of the Group. 1 Internal Control Manual uplift for NSW delivered to the agreed target and date. Internal Control Manual uplift program for QLD is on track. The Star Entertainment Group 2023 Annual Report 38 38 79 THE STAR ENTERTAINMENT GROUP 2023 ANNUAL REPORT EXECUTIVE KMP PERFORMANCE The individual priorities of the KMP which account for 20% of the potential award shifted materially in response to the changing commercial and regulatory environment which emerged during FY23. The individual component of the FY23 STI was also cancelled by the Board at management's recommendation. Table 7 details the variable remuneration of Executive KMP under the STI during the period. TABLE 7: VARIABLE REMUNERATION UNDER THE STI FOR THE YEAR ENDED 30 JUNE 2023 Executive Financial year Cash Award $ Restricted Share Grant $ As a % of total remuneration STI not achieved as a % of target1 Current Executive KMP Robbie Cooke Christina Katsibouba Scott Saunders Former Executive KMP Geoff Hogg Scott Wharton TOTAL FY23 TOTAL FY22 2023 2022 2023 2022 2023 2022 2023 2022 2023 2022 – – – – – – – – – – – – – – 137,835 68,918 – – – – – – 137,835 68,918 1 Maximum opportunity is 150% of the executivesʼ target incentive level. 0% – 0% – 0% – 0% 20% 0% – 100% – 100% – 100% – 100% 55% 100% – 39 The Star Entertainment Group 2023 Annual Report 80 39 THE STAR ENTERTAINMENT GROUP 2023 ANNUAL REPORT Table 8 outlines the performance of the Group and shareholder returns over the last five financial years. TABLE 8: STATUTORY KEY PERFORMANCE INDICATORS Performance metric Statutory NPAT Basic EPS (statutory) Full year dividend (fully franked, cents per share) 20.5c Share price at year end Increase/(decrease) in share price $4.12 (16%) 10.5c $2.84 (31%) FY19 FY20 FY21 FY22 FY23 $198.0m $(94.6)m $57.9m $(202.5)m $(2435.2)m 21.6c (10.3)c 6.1c 0.0c $3.69 +30% (21.3)c (211.7)c 0.0c $2.79 (24%) 0.0c $1.16 (59%) 5.2 VESTING UNDER THE LTI Since the Company’s inception in 2011, there have been twelve awards made under the LTI, with seven awards tested and two vesting outcomes (FY14 and FY15 awards). Table 9 sets out the details of performance rights issued over the last five financial years. TABLE 9: DETAILS OF LTI AWARDS ACTIVE DURING THE YEAR Detail Effective Grant Date Test date FY19 Award FY20 Award FY21 Award FY22 Award FY23 Award 3 Oct 2018 25 Sep 2019 24 Sep 2020 23 Sep 2021 26 Sep 2022 3 Oct 2018 25 Sep 2023 24 Sep 2024 23 Sep 2025 26 Sep 2026 Vesting hurdle(s) TSR, EPS & ROIC TSR, EPS & ROIC TSR, EPS & ROIC TSR, EPS & ROIC TSR, EPS & ROIC Test result All rights lapsed N/A N/A N/A N/A During FY23, the FY19 Award was tested and did not vest as performance hurdles were not met. The next test date will be in September 2023, for performance rights granted in FY20. Performance rights relating to the FY19 award were tested in October 2022 and 100% lapsed. The TSR performance of the Group was -42.33% (excluding the value of franking credits), with a percentile ranking of 15.39%. As this was below the 50th percentile, none of the TSR component of the FY19 award vested. The EPS performance hurdle of -21.1 cents per share was below the threshold of 27.6 cents per share and target of 31 cents per share, and accordingly none of the EPS component of the FY19 award vested. The ROIC outcome of -3.2% was below the threshold of 8.8% and target of 9.2%, resulting in no vesting of performance rights for this component. The FY20 award, due to be tested on 25 September 2023, has EPS, TSR and ROIC performance hurdles each comprising one third of the award outcome. Details of the performance outcomes relative to target and threshold amounts will be provided to shareholders ahead of the 2023 AGM and reported in the FY24 Remuneration Report. Table 10 summarises the unvested performance rights held by Executive KMP as at 30 June 2023. The Star Entertainment Group 2023 Annual Report 40 40 81 THE STAR ENTERTAINMENT GROUP 2023 ANNUAL REPORT TABLE 10: PERFORMANCE RIGHTS BY AWARD HELD BY EXECUTIVE KMP AT 30 JUNE 2023 Executive KMP FY20 Award FY21 Award FY22 Award FY23 Award Total performance rights retained Current Executive KMP Robbie Cooke1 – – 580,383 581,670 1,162,053 Christina Katsibouba2 30,032 73,625 71,293 174,501 349,451 Scott Saunders Former Executive KMP3 Geoff Hogg Scott Wharton – – – – – – – – – 169,047 169,047 – – – – Total performance rights 30,032 73,625 651,676 925,218 1,680,551 1 Total includes one-off long term incentive award of 580,383 approved at 2022 AGM. 2 Performance rights in FY20, FY21 and FY22 reflect those granted prior to her appointment as Chief Financial Officer. 3 All performance rights under the LTI lapsed on termination, as per the performance plan rules. Table 11 shows movements in the variable remuneration of Executive KMP under the LTI during the period. Details of the number of performance rights granted, vested or lapsed during the period are also provided as required under the Corporations Act and its regulations, including the relevant Australian Accounting Standard principles. TABLE 11: VARIABLE REMUNERATION UNDER THE LTI FOR THE YEAR ENDED 30 JUNE 2023 Executive Financial Year Number of Performance Rights Granted Fair Value of Performance Rights Granted Fair Value at Grant Date Effective Grant Date1 Test Date As a % of total remuneration2 Number of Performance Rights Vested Number of Performance Rights Lapsed3 Current Executive KMP Robbie Cooke 2023 581,670 1,353,352 2.33 23/09/2022 23/09/2025 7% 20234 2022 580,383 1,255,562 2.16 23/09/2022 23/09/2025 – – – – – Christina Katsibouba 2023 174,501 406,006 2.33 26/09/2022 26/09/2026 2022 71,293 269,450 3.78 23/09/2021 23/09/2025 Scott Saunders 2023 169,047 393,316 2.33 26/09/2022 26/09/2026 2022 Former Executive KMP Geoff Hogg 2023 – – – – – – – – – – 2022 108,919 408,254 3.78 23/09/2021 23/09/2025 Scott Wharton 2023 345,366 803,552 2.33 26/09/2022 26/09/2026 2022 – – – – – – – 2% 8% 2% – -16% -2% 0% – TOTAL FY23 1,850,967 4,211,788 TOTAL FY22 180,212 677,704 – – – – – – – – – – – – – – – – (20,145) – – – (403,928) (82,500) (345,366) – (769,439) (82,500)5 1 The Effective Grant Date is the date used to determine the VWAP and commencement of TSR performance hurdle measurement. 2 Percentage calculation based on accounting LTI expense and total remuneration as reported in Table 13. 3 Performance rights granted in FY19 were tested in October 2022 and 100% of the award lapsed. Performance rights granted in FY20 are due for testing in October 2023. All of Mr Hogg and Mr Wharton’s rights lapsed on their termination. 4 One off long term incentive award approved at 2022 AGM. 5 The total for FY22 of (82,500) is different to the total in the FY22 Remuneration Report of (1,659,747) as it does not include (627,706) for Matt Bekier, (31,818) for Harry Theodore and (917,723) for Greg Hawkins. 41 The Star Entertainment Group 2023 Annual Report 82 41 THE STAR ENTERTAINMENT GROUP 2023 ANNUAL REPORT 06. EXECUTIVE KMP CONTRACTS AND REMUNERATION Remuneration arrangements for Executive KMP are reviewed annually by the Board. Table 12 outlines the remuneration arrangements for Executive KMP in FY23 and their contracted employment details. TABLE 12: EXECUTIVE KMP REMUNERATION AND EMPLOYMENT CONTRACTS CURRENT EXECUTIVE KMP Contract Details Robbie Cooke Managing Director and Chief Executive Officer Christina Katsibouba Chief Financial Officer Scott Saunders Executive KMP FY22 FY23 FY22 FY23 FY22 FY23 Fixed remuneration1 N/A $1,600,000 $800,000 $800,000 N/A $775,000 Short-term incentive target Long-term incentive (annual award value) Total Target Annual Reward Short-term incentive maximum value Long-term incentive maximum value Non-monetary benefits Other benefits Notice by the Executive N/A N/A N/A N/A N/A N/A N/A 12 months Notice by the Group 12 months Restraint2 12 months Non solicitation 12 months $960,000 $400,000 $480,000 N/A $465,000 $1,600,000 $480,000 $480,000 N/A $465,000 $4,160,000 $1,680,000 $1,760,000 N/A $1,705,000 $1,440,000 $600,000 $720,000 N/A $697,500 $1,600,000 $480,000 $480,000 N/A $465,000 N/A N/A 9 months 9 months 12 months 12 months N/A N/A 6 months 6 months 12 months 12 months Contract duration Open ended Open ended Open ended FORMER EXECUTIVE KMP Contract Details Geoff Hogg Acting Chief Executive Officer Scott Wharton Chief Executive Officer The Star Sydney and Group Head of Transformation FY22 FY23 FY22 FY23 Fixed remuneration1 $1,000,000 $1,000,000 N/A $950,000 $600,000 $600,000 N/A $570,000 $600,000 $600,000 N/A $950,000 $2,200,000 $2,200,000 N/A $2,470,000 $900,000 $900,000 N/A $855,000 $600,000 $600,000 N/A $950,000 Short-term incentive target Long-term incentive (annual award value) Total Target Annual Reward Short-term incentive maximum value Long-term incentive maximum value Non-monetary benefits Other benefits Notice by the Executive N/A N/A 6 months Notice by the Group 9 months Restraint2 12 months Non solicitation 12 months N/A N/A 9 months 9 months 12 months 12 months Contract duration Open ended Open ended 1 The Star Entertainment Group deducts superannuation from the Executives’ fixed remuneration as per the Australian Taxation Office Superannuation Guarantee Cap. 2 Exclusion from being engaged in any business or activity in Australia which competes with or is substantially similar to the business of The Star Entertainment Group. The Star Entertainment Group 2023 Annual Report 42 42 83 THE STAR ENTERTAINMENT GROUP 2023 ANNUAL REPORT 07. STATUTORY EXECUTIVE KMP REMUNERATION Table 13 sets out Executive KMP remuneration as required by the Corporations Act and its regulations, including the relevant Australian Accounting Standard principles. TABLE 13: STATUTORY EXECUTIVE KMP REMUNERATION Executive Financial year Short-term Long-term Post-Employment Charge for share based allocations Termination payments6 Total remuneration Performance related Salary1 Bonus Current Executive KMP $ Robbie Cooke Christina Katsibouba Scott Saunders 2023 1,204,298 2022 – 2023 816,665 2022 124,043 2023 683,249 2022 – Former Executive KMP Geoff Hogg 2023 254,648 $ – – – – – – – Non-monetary benefits2 $ Long service leave $ Superannuation3 $ Performance rights4 $ Restricted shares5 $ 3,478 – 3,861 840 1,079 – 1,511 – 15,276 1,936 393 – 18,969 92,252 – – 25,292 18,202 3,076 12,646 – 11,251 11,270 – – – – – – – – – – – – – $ 1,320,508 – 879,296 141,146 708,637 – % 7% – 2% 8% 2% – 5,337 20,580 18,969 (149,829) (31,808) 807,097 924,994 -16% 2022 849,664 137,835 5,364 16,397 23,568 (19,746) 31,808 Scott Wharton 2023 709,968 2022 – TOTAL FY23 3,668,828 – – – 2,171 – – – 25,292 – – – – – 15,926 37,760 101,168 (28,105) (31,808) 807,097 4,570,866 – – – 1,044,890 737,431 – 14% 0% – – – TOTAL FY22 973,707 137,835 6,204 18,333 26,644 (8,495) 31,808 – 1,186,0367 1 Comprises salary, salary sacrificed benefits (including motor vehicle novated leases) and annual leave expense. 2 Comprises car parking, accommodation, airfares and travel costs where applicable. These amounts are non-contractual. 3 Comprises superannuation contributions per Superannuation Guarantee legislation and salary sacrificed superannuation. 4 Represents the fair value of share based payments expensed / (credited) by The Star Entertainment Group in relation to LTI awards. The reduction in the expense in FY22 is due to the adjustment made under the accounting standards to reflect the probability of these rights vesting. The reduction in the expense in FY23 is due to the forfeiture of rights on termination. 5 Represents the fair value of share based payments expensed by The Star Entertainment Group in relation to STI awards. The expense is recognised over a 26 month holding lock period. 6 Termination payments include salary, annual leave, long service leave and other on costs expected to be incurred between the executiveʼs resignation date and expected termination date. The termination expense for Geoff Hogg includes payment of contract termination provisions relating to his notice period of which $488,179 was paid as salary while on ‘gardening leaveʼ and available to assist the Company plus $250,000 in lieu of the remainder of his notice period on his termination in March 2023. 7 The total for FY22 of (1,186,036) is different to the total in the FY22 Remuneration Report of (5,854,086) as it does not include (1,736,128) for Matt Bekier, (1,507,595) for Harry Theodore and (1,424,327) for Greg Hawkins. 08. NED REMUNERATION REMUNERATION POLICY – NEDs (excluding the Chairman) receive a Board fee and a Committee fee for their participation as Chair or member of each Committee. – The Chairman receives an all-inclusive fee as Chairman of the Board and as an ex-officio member of all Board Committees. – NEDs do not receive any performance or incentive payments and are not eligible to participate in any of the Group’s reward programs. This policy aligns with the principle that NEDs act independently and impartially. – Board fees are not paid to the Managing Director and Chief Executive Officer. Executive KMPs do not receive fees for directorships of any subsidiaries. NED FEES The aggregate fees payable to NEDs for their services as directors are limited to the maximum annual amount approved by shareholders, currently set at $2,500,000 including superannuation contributions. There was no change to Committee fees in FY23 and there will be no changes to NED or Committee fees for FY24. Table 14 sets out the annual Board and Committee fee structure for FY23. 43 The Star Entertainment Group 2023 Annual Report 84 43 THE STAR ENTERTAINMENT GROUP 2023 ANNUAL REPORT TABLE 14: ANNUAL NED FEES (INCLUSIVE OF SUPERANNUATION) Board Audit Risk, Compliance and Regulatory Performance Remuneration and People Safer Gaming, Governance and Ethics Chair Member $501,458 $168,912 $35,000 $17,500 $35,000 $17,500 $35,000 $17,500 $35,000 $17,500 The People, Culture and Social Responsibility Committee was renamed as the Remuneration and People Committee from 1 February 2023. The Safer Gaming, Governance and Ethics Committee commenced 1 February 2023. Individuals invited to join the Board prior to receipt of all required regulatory approvals are not immediately appointed as NEDs. They are observers until such time as they are appointed to the Board (“Board Observers”). Board Observers receive the equivalent of directors’ fees and committee fees as determined by the Board. Table 15 sets out total remuneration received by each NED. TABLE 15: NED REMUNERATION1 NED Financial year Board and Committee Fees $ Superannuation2 Total3 $ $ Current Non-Executive Directors David Foster Anne Ward Deborah Page AM Michael Issenberg 2023 2022 2023 2022 2023 2022 2023 20224 Former Non-Executive Directors Gerard Bradley AO Katie Lahey AM Richard Sheppard Ben Heap TOTAL FY23 TOTAL FY22 2023 2022 2023 2022 2023 2022 2023 2022 2023 2022 172,524 – 126,710 – 62,200 – 203,883 51,185 66,791 193,795 100,186 201,219 78,935 193,795 357,124 230,590 1,168,353 850,584 12,816 – 13,305 – 6,531 – 22,519 5,119 7,013 19,380 10,520 20,122 8,288 19,380 18,969 21,380 99,961 85,381 185,340 – 140,015 – 68,731 – 226,402 56,304 73,804 213,175 110,706 221,341 87,223 213,175 376,093 251,970 1,268,314 955,9655 1 The Group agrees to indemnify directors and officers against any liabilities incurred in the course of their duties. During the year, the group provided for an estimate of legal costs of the 11 former directors and officers in relation to civil penalty proceedings commenced by ASIC in the Federal Court of Australia. These are considered a post employment benefit but are unable to be apportioned to individuals and relate to periods beyond their employment with the group. As a result, any post employment benefit related to the indemnity has been excluded from the table above. 2 Comprises superannuation contributions per Superannuation Guarantee legislation and salary sacrificed superannuation. 3 During FY23, NEDs accepted a 10% reduction in fees in May and June in recognition of the cost reductions applied across the business. 4 Observer fees received in FY22. 5 Total for FY22 of 955,965 is different to the total in the FY22 Remuneration Report of 2,034,505 as it does not include 857,199 for John O’Neill and 221,341 for Sally Pitkin. MINIMUM SHAREHOLDING POLICY FOR NEDS To support the alignment of the interests of the Board and executives with the interests of shareholders, the Group has minimum shareholding policies in place. NEDs are required to progressively acquire shares over a three year period from the date of commencement of their unconditional appointment (within three years from the date of commencement of the policy (for existing directors). NEDs are to hold shares of equal value to their respective annual base fee applicable at the time of their unconditional appointment. Direct and indirect holdings will count towards the minimum shareholding target. All NEDs are on track to meet their minimum shareholding requirements in the required timeframes. The Star Entertainment Group 2023 Annual Report 44 44 85 THE STAR ENTERTAINMENT GROUP 2023 ANNUAL REPORT TABLE 16: SHARES HELD BY NEDS AT 30 JUNE 2023 Name Balance at start of the year1 Number acquired Number divested Balance at the end of the year2 Current Non-Executive Directors David Foster 4,407 Michael Issenberg Anne Ward Deborah Page AM Former Non-Executive Directors Gerard Bradley AO Katie Lahey AM Richard Sheppard Ben Heap Total ordinary shares – – – 75,000 56,907 300,000 50,000 486,314 9,541 20,000 – 35,500 – – – 30,000 95,041 – – – – – – – – – 13,948 20,000 – 35,500 75,000 56,907 300,000 80,000 581,355 1 For NEDs who commenced their role during the year, the balance disclosed is from the date they commenced as a NED. 2 For NEDs who ceased their role during the year, the balance disclosed is to the date they ceased as a NED. 09. OTHER INFORMATION 9.1. LOANS AND OTHER TRANSACTIONS WITH KMP There have been no loans or other transactions with KMP during the year. 45 The Star Entertainment Group 2023 Annual Report 86 45 THE STAR ENTERTAINMENT GROUP 2023 ANNUAL REPORT FINANCIAL REPORT FOR THE YEAR ENDED 30 JUNE 2023 THE STAR ENTERTAINMENT GROUP LIMITED ACN 149 629 023 ASX Code: SGR and its controlled entities 87 THE STAR ENTERTAINMENT GROUP 2023 ANNUAL REPORT CONSOLIDATED INCOME STATEMENT FOR THE YEAR ENDED 30 JUNE 2023 Revenue Other income Government taxes and levies Employment costs Depreciation, amortisation and impairment Cost of sales Property costs Advertising and promotions Regulatory and legal costs Other expenses Share of net profit of associate and joint venture entities accounted for using the equity method LLoossss bbeeffoorree iinntteerreesstt aanndd iinnccoommee ttaaxx ((LLBBIITT)) Net finance costs LLoossss bbeeffoorree iinnccoommee ttaaxx ((LLBBTT)) Income tax benefit NNeett lloossss aafftteerr ttaaxx ((NNLLAATT)) OOtthheerr ccoommpprreehheennssiivvee ((lloossss))//iinnccoommee Items that may be reclassified subsequently to profit or loss Change in fair value of cash flow hedges taken to equity, net of tax TToottaall ccoommpprreehheennssiivvee lloossss ffoorr tthhee ppeerriioodd LLoossss ppeerr sshhaarree:: Basic loss per share Diluted loss per share NNoottee A2 A3 A3 A3 A4 B7 D5 A5 F2 22002233 $$mm 11,,886677..55 11..00 ((445566..11)) ((773377..00)) ((22,,336633..11)) ((9955..55)) ((7722..22)) ((6688..88)) ((559944..88)) ((113399..44)) 55..44 ((22,,665533..00)) ((111100..00)) ((22,,776633..00)) 332277..88 22002222 $$mm 1,527.1 15.0 (379.0) (598.7) (370.8) (77.1) (60.2) (64.5) (30.1) (131.4) 16.4 (153.3) (52.3) (205.6) 3.1 ((22,,443355..22)) (202.5) F1 ((66..55)) 20.5 ((22,,444411..77)) (182.0) F3 F3 ((221111..77)) cceennttss ((221111..77)) cceennttss (21.3) cents (21.3) cents The above consolidated income statement should be read in conjunction with the accompanying notes. 46 88 46 THE STAR ENTERTAINMENT GROUP 2023 ANNUAL REPORT CONSOLIDATED BALANCE SHEET FOR THE YEAR ENDED 30 JUNE 2023 AASSSSEETTSS Cash and cash equivalents Trade and other receivables Inventories Income tax receivable Derivative financial instruments Other assets TToottaall ccuurrrreenntt aasssseettss Property, plant and equipment Intangible assets Derivative financial instruments Investment in associate and joint venture entities Deferred tax assets Other assets TToottaall nnoonn ccuurrrreenntt aasssseettss TTOOTTAALL AASSSSEETTSS LLIIAABBIILLIITTIIEESS Trade and other payables Interest bearing liabilities Provisions Derivative financial instruments Other liabilities TToottaall ccuurrrreenntt lliiaabbiilliittiieess Interest bearing liabilities Deferred tax liabilities Provisions Other liabilities TToottaall nnoonn ccuurrrreenntt lliiaabbiilliittiieess TTOOTTAALL LLIIAABBIILLIITTIIEESS NNEETT AASSSSEETTSS EEQQUUIITTYY Share capital (Accumulated losses)/ retained earnings Reserves TTOOTTAALL EEQQUUIITTYY The above consolidated balance sheet should be read in conjunction with the accompanying notes. NNoottee B1 B2 F2 B3 F4 B4 B5 B3 D5 F2 F4 F5 B8 B7 B3 F6 B8 F2 B7 F6 F7 F7 22002233 $$mm 8888..77 2200..88 1144..99 3300..88 22..66 9933..77 225511..55 11,,775522..33 333322..88 3377..44 666699..22 119900..44 2266..77 33,,000088..88 33,,226600..33 118844..99 66..00 550055..77 33..88 1188..66 771199..00 775511..22 -- 88..00 1111..11 777700..33 11,,448899..33 11,,777711..00 33,,995555..66 ((22,,118877..44)) 22..88 11,,777711..00 22002222 $$mm 82.0 18.0 16.2 4.4 1.4 79.5 201.5 2,635.5 1,662.0 62.9 669.6 - 39.9 5,069.9 5,271.4 206.4 6.1 115.2 5.7 23.1 356.5 1,326.4 140.9 8.3 9.0 1,484.6 1,841.1 3,430.3 3,171.0 247.8 11.5 3,430.3 47 47 89 THE STAR ENTERTAINMENT GROUP 2023 ANNUAL REPORT CONSOLIDATED STATEMENT OF CASH FLOWS FOR THE YEAR ENDED 30 JUNE 2023 CCaasshh fflloowwss ffrroomm ooppeerraattiinngg aaccttiivviittiieess Net cash receipts from customers (inclusive of GST) Payments to suppliers and employees (inclusive of GST) Payment of government levies, gaming taxes and GST Interest received Income taxes paid Regulatory, fines, penalties, duty, consultant, legal and other costs NNeett ccaasshh iinnffllooww ffrroomm ooppeerraattiinngg aaccttiivviittiieess CCaasshh fflloowwss ffrroomm iinnvveessttiinngg aaccttiivviittiieess Payments for property, plant, equipment and intangibles Proceeds from sale of plant and equipment Payments for investment in associate and joint venture entities Loans to joint venture entities Distributions received from joint venture entities NNeett ccaasshh oouuttffllooww ffrroomm iinnvveessttiinngg aaccttiivviittiieess CCaasshh fflloowwss ffrroomm ffiinnaanncciinngg aaccttiivviittiieess Proceeds from interest bearing liabilities Repayment of interest bearing liabilities Proceeds from settlement of derivative financial instruments Finance costs Purchase of treasury shares Proceeds from issue of shares Interest payment of lease liabilities Principal payment of lease liabilities NNeett ccaasshh iinnffllooww//((oouuttffllooww)) ffrroomm ffiinnaanncciinngg aaccttiivviittiieess Net increase in cash and cash equivalents Cash and cash equivalents at beginning of the year CCaasshh aanndd ccaasshh eeqquuiivvaalleennttss aatt eenndd ooff tthhee yyeeaarr The above consolidated statement of cash flows should be read in conjunction with the accompanying notes. 48 90 NNoottee 22002233 $$mm 22002222 $$mm F2 F8 E2 E2 E2 F7 F7 E2 E2 B1 11,,998866..66 ((11,,227777..55)) ((446611..77)) 00..88 ((2200..00)) ((118844..44)) 1,665.9 (1,054.6) (412.6) - (5.1) (17.4) 4433..88 176.2 ((113355..33)) 00..55 ((1199..55)) ((66..33)) 2255..44 ((113355..22)) 222288..00 ((883311..11)) 2200..55 ((8811..88)) ((66..44)) 777788..55 ((33..11)) ((66..55)) 9988..11 66..77 8822..00 8888..77 (142.8) 40.8 (21.7) - - (123.7) 125.9 (104.0) - (48.9) (1.9) - (3.5) (6.0) (38.4) 14.1 67.9 82.0 48 THE STAR ENTERTAINMENT GROUP 2023 ANNUAL REPORT mm $$ ll aa tt oo TT mm $$ ee vv rr ee ss ee rr tt nn ee mm yy aa pp dd ee ss aa bb ee rr aa hh SS mm $$ ff oo tt ss oo CC ii gg nn gg dd ee hh ee vv rr ee ss ee rr mm $$ ii gg nn gg dd ee HH ee vv rr ee ss ee rr mm $$ ii dd ee nn aa tt ee RR ii ss gg nn nn rr aa ee mm $$ ss ee rr aa hh ss yy rr uu ss aa ee rr TT mm $$ ss ee rr aa hh ss yy rr aa nn dd rr OO ii ee tt oo NN Y T I U Q E N I S E G N A H C F O T N E M E T A T S D E T A D I L O S N O C 3 2 0 2 E N U J 0 3 D E D N E R A E Y E H T R O F )) 55 66 (( .. .. 33 00 33 44 33 ,, .. )) 22 55 33 44 22 (( ,, .. )) 77 11 44 44 22 (( ,, )) 44 66 (( .. 00 66 .. )) 22 22 (( .. .. 00 55 88 77 .. 00 11 77 77 11 ,, . 8 4 1 6 3 , . 5 0 2 . ) 5 2 0 2 ( . ) 9 1 ( . 6 3 1 . ) 2 4 1 ( . ) 0 2 8 1 ( . 3 0 3 4 3 , -- -- -- -- -- -- .. 88 00 11 )) 22 22 (( .. 66 88 .. . 0 5 2 - - - - - . ) 2 4 1 ( . 8 0 1 -- 66 22 .. )) 22 00 (( .. )) 22 00 (( .. -- -- -- -- 44 22 .. 6 1 . - 0 1 . 0 1 . - - - )) 99 11 (( .. -- )) 33 66 (( .. )) 33 66 (( .. -- -- -- -- )) 22 88 (( .. . ) 4 1 2 ( - . 5 9 1 . 5 9 1 - - - .. 88 77 44 22 )) 99 66 (( .. -- -- -- -- -- .. )) 22 55 33 44 22 (( ,, .. )) 22 55 33 44 22 (( ,, .. )) 44 77 88 11 22 (( ,, - - - - . 3 0 5 4 . ) 5 2 0 2 ( . ) 5 2 0 2 ( -- -- -- -- -- )) 44 66 (( .. 00 66 .. )) 33 77 (( .. . ) 6 8 1 ( - - - - ) 9 1 ( . . 6 3 1 ) 9 6 ( . 6 2 . ) 9 1 ( . . 8 7 4 2 .. 99 77 77 11 33 ,, -- -- -- -- -- -- .. 00 55 88 77 .. 99 22 66 99 33 ,, . 9 7 7 1 3 , - - - - - - . 9 7 7 1 3 , 1 F 7 F 7 F 7 F 9 F 1 F 7 F 7 F 9 F s m a r g o r p e r a h s e e y o p m e e r u t u f l r o f d e s a h c r u p s e r a h S s m a r g o r p e r a h s e e y o p m e e l t t e s o t d e u s s l i s e r a h S s t n e m y a p d e s a b e r a h s e e y o p m E l e m o c n i e v i s n e h e r p m o c r e h t O 22 22 00 22 yy ll uu JJ 11 tt aa ee cc nn aa aa BB ll r a e y e h t r o f s s o L 33 22 00 22 ) x a t f o t e n ( l a t i p a c e r a h s f o e u s s I ss ss oo ll ee vv ii ss nn ee hh ee rr pp mm oo cc ll aa tt oo TT s m a r g o r p e r a h s e e y o p m e e l t t e s o t d e u s s l i s e r a h S s t n e m y a p d e s a b e r a h s e e y o p m E l 22 22 00 22 ee nn uu JJ 00 33 tt aa ee cc nn aa aa BB ll e m o c n i e v i s n e h e r p m o c r e h t O 11 22 00 22 yy ll uu JJ 11 tt aa ee cc nn aa aa BB ll r a e y e h t r o f s s o L s e r a h s y r u s a e r t f o e s a h c r u P ss ss oo ll ee vv ii ss nn ee hh ee rr pp mm oo cc ll aa tt oo TT 33 22 00 22 ee nn uu JJ 00 33 tt aa ee cc nn aa aa BB ll 22 22 00 22 9 4 . s e t o n g n i y n a p m o c c a e h t h t i w n o i t c n u n o c n j i d a e r e b d u o h s l y t i u q e n i s e g n a h c f o t n e m e t a t s d e t a d i l o s n o c e v o b a e h T 49 91 THE STAR ENTERTAINMENT GROUP 2023 ANNUAL REPORT NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2023 56 56 57 58 60 61 64 68 51 52 52 53 53 54 54 55 Refer to the Operating and Financial Review (OOFFRR) within the Directors' Report for details of the key transactions during the year. CONTENTS A KEY INCOME STATEMENT DISCLOSURES A1 SEGMENT INFORMATION ................................................................................................................................................................................................................................................................................................................................................................................................................................................................................................................................ A2 REVENUE ................................................................................................................................................................................................................................................................................................................................................................................................................................................................................................................................ A3 OTHER INCOME AND EXPENSES ................................................................................................................................................................................................................................................................................................................................................................................................................................................................................................................................ ................................................................................................................................................................................................................................................................................................................................................................................................................................................................................................................................ A4 DEPRECIATION, AMORTISATION AND IMPAIRMENT A5 NET FINANCE COSTS ................................................................................................................................................................................................................................................................................................................................................................................................................................................................................................................................ A6 DIVIDENDS ................................................................................................................................................................................................................................................................................................................................................................................................................................................................................................................................ A7 SIGNIFICANT ITEMS ................................................................................................................................................................................................................................................................................................................................................................................................................................................................................................................................ ................................................................................................................................................................................................................................................................................................................................................................................................................................................................................................................................ A8 LEASES B KEY BALANCE SHEET DISCLOSURES B1 CASH AND CASH EQUIVALENTS ................................................................................................................................................................................................................................................................................................................................................................................................................................................................................................................................ ................................................................................................................................................................................................................................................................................................................................................................................................................................................................................................................................ B2 TRADE AND OTHER RECEIVABLES B3 DERIVATIVE FINANCIAL INSTRUMENTS ................................................................................................................................................................................................................................................................................................................................................................................................................................................................................................................................ B4 PROPERTY, PLANT AND EQUIPMENT ................................................................................................................................................................................................................................................................................................................................................................................................................................................................................................................................ B5 INTANGIBLE ASSETS ................................................................................................................................................................................................................................................................................................................................................................................................................................................................................................................................ ................................................................................................................................................................................................................................................................................................................................................................................................................................................................................................................................ B6 IMPAIRMENT TESTING AND GOODWILL B7 PROVISIONS, CONTINGENT LIABILITIES AND REGULATORY MATTERS ................................................................................................................................................................................................................................................................................................................................................................................................................................................................................................................................ B8 INTEREST BEARING LIABILITIES ................................................................................................................................................................................................................................................................................................................................................................................................................................................................................................................................ C COMMITMENTS AND SUBSEQUENT EVENTS ................................................................................................................................................................................................................................................................................................................................................................................................................................................................................................................................ C1 COMMITMENTS C2 SUBSEQUENT EVENTS ................................................................................................................................................................................................................................................................................................................................................................................................................................................................................................................................ D GROUP STRUCTURES D1 RELATED PARTY DISCLOSURES ................................................................................................................................................................................................................................................................................................................................................................................................................................................................................................................................ ................................................................................................................................................................................................................................................................................................................................................................................................................................................................................................................................ D2 PARENT ENTITY DISCLOSURES D3 DEED OF CROSS GUARANTEE ................................................................................................................................................................................................................................................................................................................................................................................................................................................................................................................................ D4 KEY MANAGEMENT PERSONNEL DISCLOSURES ................................................................................................................................................................................................................................................................................................................................................................................................................................................................................................................................ D5 INVESTMENT IN ASSOCIATE AND JOINT VENTURE ENTITIES ................................................................................................................................................................................................................................................................................................................................................................................................................................................................................................................................ E RISK MANAGEMENT E1 FINANCIAL RISK MANAGEMENT OBJECTIVES AND POLICIES ................................................................................................................................................................................................................................................................................................................................................................................................................................................................................................................................ E2 ADDITIONAL FINANCIAL INSTRUMENTS DISCLOSURES ................................................................................................................................................................................................................................................................................................................................................................................................................................................................................................................................ F OTHER DISCLOSURES F1 OTHER COMPREHENSIVE INCOME ................................................................................................................................................................................................................................................................................................................................................................................................................................................................................................................................ F2 INCOME TAX ................................................................................................................................................................................................................................................................................................................................................................................................................................................................................................................................ F3 LOSS PER SHARE ................................................................................................................................................................................................................................................................................................................................................................................................................................................................................................................................ ................................................................................................................................................................................................................................................................................................................................................................................................................................................................................................................................ F4 OTHER ASSETS F5 TRADE AND OTHER PAYABLES ................................................................................................................................................................................................................................................................................................................................................................................................................................................................................................................................ F6 OTHER LIABILITIES ................................................................................................................................................................................................................................................................................................................................................................................................................................................................................................................................ F7 SHARE CAPITAL AND RESERVES ................................................................................................................................................................................................................................................................................................................................................................................................................................................................................................................................ ................................................................................................................................................................................................................................................................................................................................................................................................................................................................................................................................ F8 RECONCILIATION OF NET PROFIT AFTER TAX TO NET CASH INFLOWS FROM OPERATIONS F9 EMPLOYEE SHARE PLANS ................................................................................................................................................................................................................................................................................................................................................................................................................................................................................................................................ F10 AUDITOR'S REMUNERATION ................................................................................................................................................................................................................................................................................................................................................................................................................................................................................................................................ G ACCOUNTING POLICIES AND CORPORATE INFORMATION ................................................................................................................................................................................................................................................................................................................................................................................................................................................................................................................................ 88 88 91 91 91 92 92 94 95 96 72 74 76 77 78 82 86 70 70 97 50 92 50 THE STAR ENTERTAINMENT GROUP 2023 ANNUAL REPORT NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2023 A KEY INCOME STATEMENT DISCLOSURES A1 SEGMENT INFORMATION The Group's operating segments have been determined based on the internal management reporting structure and the nature of products and services provided by the Group. They reflect the business level at which financial information is provided to those in the roles of executive decision makers, being the Managing Director and Chief Executive Officer and the Chief Financial Officer, for decision making regarding resource allocation and performance assessment. The Group has three reportable segments: SSyyddnneeyy GGoolldd CCooaasstt BBrriissbbaannee Comprises The Star Sydney's casino operations, including hotels, restaurants, bars and other entertainment facilities. Comprises The Star Gold Coast's casino operations, including hotels, theatre, restaurants, bars and other entertainment facilities. Comprises casino operations, including hotel, restaurants and bars. 22002233 Gross revenues - VIP a Gross revenues - domestic a SSeeggmmeenntt rreevveennuuee SSeeggmmeenntt ddeepprreecciiaattiioonn,, aammoorrttiissaattiioonn aanndd ssiiggnniiffiiccaanntt iitteemmss eeaarrnniinnggss iinntteerreesstt,, bbeeffoorree ttaaxx,, DDeepprreecciiaattiioonn aanndd aammoorrttiissaattiioonn ((rreeffeerr ttoo nnoottee AA44)) CCaappiittaall eexxppeennddiittuurree 22002222 Gross revenues - VIP a Gross revenues - domestic a Segment revenue Segment earnings before interest, tax, depreciation, amortisation and significant items Depreciation and amortisation (refer to note A4) Capital expenditure SSyyddnneeyy $$mm -- 998844..00 998844..00 112277..22 110099..00 8855..44 4.7 778.8 783.5 83.4 118.3 60.8 GGoolldd CCooaasstt $$mm BBrriissbbaannee $$mm -- 550088..99 550088..99 110077..00 6600..66 3377..66 0.6 423.8 424.4 89.3 63.1 65.2 -- 337744..66 337744..66 8833..22 2255..77 1122..99 0.2 326.0 326.2 64.8 26.9 13.6 TToottaall $$mm -- 11,,886677..55 11,,886677..55 331177..44 119955..33 113355..99 5.5 1,528.6 1,534.1 237.5 208.3 139.6 a Total gross revenue is presented as the gross gaming win before player rebates and promotional allowances of nil (2022: $7.0 million). RReeccoonncciilliiaattiioonn ooff rreeppoorrttaabbllee sseeggmmeenntt pprrooffiitt ttoo pprrooffiitt bbeeffoorree iinnccoommee ttaaxx Segment earnings before interest, tax, depreciation, amortisation and significant items Depreciation and amortisation (refer to note A4) Significant items (refer to note A7) Unallocated items: - net finance costs a (refer to note A5) - share of net loss of associate and joint venture entities accounted for using the equity method a (refer to note D5) LLoossss bbeeffoorree iinnccoommee ttaaxx ((LLBBTT)) a These items are before significant items (refer to note A7). 22002233 $$mm 331177..44 ((119955..33)) ((22,,882244..88)) 22002222 $$mm 237.5 (208.3) (176.0) ((5566..55)) (50.2) ((33..88)) ((22,,776633..00)) (8.6) (205.6) 51 51 93 THE STAR ENTERTAINMENT GROUP 2023 ANNUAL REPORT NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2023 A2 REVENUE Gaming Non-gaming Other TToottaall rreevveennuuee 22002233 $$mm 11,,226600..00 559966..22 1111..33 11,,886677..55 22002222 $$mm 1,070.7 448.1 8.3 1,527.1 Revenue Revenue is recognised when the Group satisfies its obligations in relation to the provision of goods and services to its customers in the ordinary course of business. Revenue is measured at an amount that reflects the consideration to which the Group expects to be entitled in exchange for performing these obligations, including any discounts, rebates, price concessions, incentives or performance bonuses. Revenue is constrained such that the significant reversal of revenue in a future period is not highly probable. Revenue comprises net gaming win, less player and gaming promoter rebates and promotional allowances, as well as other non-gaming revenue from hotels, restaurants and bars. Customer loyalty programs The Group operates customer loyalty programs enabling customers to accumulate award credits for on-property spend. A portion of the spend, equal to the fair value of the award credits earned and reduced for expected breakage, is treated as deferred revenue (refer to note F6). Revenue from the award credits is recognised in the income statement when the award is redeemed or expires. The stand alone selling price of complimentary services (including hotel room nights, food and beverage, and other services) that are provided to casino guests as incentives related to gaming play are recorded as revenues related to the respective goods or services, as they are provided to the patron. The residual amount is recorded as gaming revenue. A3 OTHER INCOME AND EXPENSES Loss before income tax is stated after charging the following expenses and significant items: Other income Gain on disposal of assets a Net foreign exchange gain Other 22002233 $$mm 00..88 00..22 -- 11..00 a In the prior comparable period (ppccpp), the gain on disposal of assets includes the disposal of the Jet. Refer to note A7. Government taxes and levies (including gaming GST): New South Wales Queensland Employment costs: Salaries, wages, bonuses, redundancies and other benefits Defined contribution plan expense (superannuation guarantee charges) Share based payment expense (refer to note F9) 227711..33 118844..88 445566..11 667777..11 5577..33 22..66 773377..00 22002222 $$mm 10.1 0.1 4.8 15.0 211.2 167.8 379.0 554.6 44.9 (0.8) 598.7 52 52 94 THE STAR ENTERTAINMENT GROUP 2023 ANNUAL REPORT NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2023 A4 DEPRECIATION, AMORTISATION AND IMPAIRMENT Property, plant and equipment (refer to note B4) Intangible assets (refer to note B5) Other TToottaall ddeepprreecciiaattiioonn aanndd aammoorrttiissaattiioonn Impairment - Property, plant and equipment (refer to note B6) Impairment - Goodwill (refer to note B6) Impairment - Intangible assets (refer to note B6) Impairment - Other (refer to note B6) TToottaall iimmppaaiirrmmeenntt (refer to note A7) TToottaall ddeepprreecciiaattiioonn,, aammoorrttiissaattiioonn aanndd iimmppaaiirrmmeenntt 22002233 $$mm 116611..00 3333..33 11..00 119955..33 881177..99 11,,115500..99 118844..33 1144..77 22,,116677..88 22,,336633..11 22002222 $$mm 171.5 36.2 0.6 208.3 - 162.5 - - 162.5 370.8 Depreciation is calculated using a straight line method. The useful lives over which the assets are depreciated are as follows (for further details of the useful lives of intangible assets refer to note B5): 10 - 95 years Freehold and leasehold buildings 4 - 75 years Leasehold improvements 5 - 20 years Plant and equipment 3 - 10 years Software Until expiry Licences Operating equipment (which includes uniforms, casino chips, kitchen utensils, crockery, cutlery and linen) is recognised as a depreciation expense based on usage. The period of usage depends on the nature of the operating equipment. Right of use assets, which includes plant, equipment and property, is depreciated on a straight line basis over the shorter of its estimated useful life and the lease term. The Group's lease portfolio includes assets with lease terms between 1 and 75 years. The residual values and useful lives are reviewed annually, and adjusted if appropriate, at each financial reporting date. A5 NET FINANCE COSTS Interest paid on borrowings Borrowing costs Debt modification Derivative settlement Fair value hedging adjustment Interest income Leases interest NNeett ffiinnaannccee ccoossttss rreeccooggnniisseedd iinn tthhee iinnccoommee ssttaatteemmeenntt aa 22002233 $$mm 4433..44 1188..33 3300..00 1155..66 00..44 ((00..88)) 33..11 111100..00 22002222 $$mm 37.6 13.3 - - (2.1) - 3.5 52.3 a Net finance costs include the following significant items (refer to note A7) $30.0 million of debt modifications, $15.6 million of derivative settlement costs (comprising $8.1 million released from fair value adjustments held against debt, $6.7 million released from cash flow hedge reserves and $0.8 million transaction costs) and $7.9 million of borrowing amendment fees. In the pcp, net finance costs included $2.1 million of finance costs associated with COVID-19 affected loan facilities. 53 53 95 THE STAR ENTERTAINMENT GROUP 2023 ANNUAL REPORT NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2023 A6 DIVIDENDS NNoo ffiinnaall ddiivviiddeenndd wwaass ddeeccllaarreedd iinn aaccccoorrddaannccee wwiitthh tthhee ccoonnddiittiioonnss ooff ddeebbtt ccoovveennaanntt wwaaiivveerrss wwhhiicchh rreessttrriicctt ffuurrtthheerr ccaasshh ddiivviiddeennddss ffrroomm bbeeiinngg ppaaiidd uunnttiill tthhee GGrroouupp’’ss ggeeaarriinngg,, wwhhiicchh rreepprreesseennttss tthhee rraattiioo ooff nneett ddeebbtt ttoo 1122 mmoonntthh ttrraaiilliinngg ssttaattuuttoorryy EEBBIITTDDAA,, iiss bbeellooww 22..55 ttiimmeess,, tthhee GGrroouupp rreettuurrnnss ttoo ssuuiittaabbiilliittyy aanndd aallll ooff tthhee GGrroouupp''ss ccaassiinnoo lliicceenncceess aarree iinn ffuullll ffoorrccee aanndd eeffffeecctt.. 22002233 $$mm 111111..88 22002233 $$mm 22,,116677..88 559944..88 5533..55 1166..11 -- 11..88 -- ((99..22)) -- 22,,882244..88 ((334488..33)) 22,,447766..55 22002222 $$mm 92.0 22002222 $$mm 162.5 30.1 2.1 - 9.8 7.7 2.7 (34.2) (4.7) 176.0 (5.2) 170.8 FFrraannkkiinngg ccrreeddiitt bbaallaannccee Amount of franking credits available to shareholders A7 SIGNIFICANT ITEMS Loss before income tax (LBT) is stated after charging the following significant items: Impairment a Regulatory, fines, penalties, duty, consultant, legal and other costs b Debt refinancing costs c Redundancy costs d One-off COVID-19 related expenditure e Accounting for software change f Business Interruption and Crown unsolicited proposal costs g Profit on sale of assets h Dispute settlement i NNeett ssiiggnniiffiiccaanntt iitteemmss Tax on significant items SSiiggnniiffiiccaanntt iitteemmss nneett ooff ttaaxx a b c Impairment of goodwill, property, plant & equipment, intangibles and other non-current assets (refer to note B6). Regulatory, fines, penalties, underpaid casino duty, consultant, legal, Manager, Special Manager and other costs. Debt modification, derivative settlement costs and borrowing amendment fees. In the pcp, costs associated with COVID-19 affected loan facilities. Redundancy costs relating to Group reorganisation. Incremental one-off COVID-19 related expenditure including support payments for employees impacted by property shutdowns. Software-as-a-Service (SaaS) arrangement project implementation costs. Major projects include the implementation of new payroll and customer management Salesforce systems. Business Interruption insurance claim and adviser costs related to the unsolicited Crown Resorts bid. Equity accounted share of Destination Gold Coast Consortium's profit relating to the sale of Tower 1 residential units and Destination Sydney Consortium's profit on the NSW Government's compulsory acquisition of its Pyrmont property. In the pcp, equity accounted share of Destination Gold Coast Consortium's profit relating to the sale of Tower 1 residential units and the sale of the second Bombardier Jet completed. The Group settled a dispute with suppliers, resulting in recovery of $4.7 million in funds in relation to combustible cladding claims. d e f g h i Significant items are determined by management based on their nature and size. They are items of income or expense which are, either individually or in aggregate, material to the Group or to the relevant business segment and:  not in the ordinary course of business (for example, the cost of significant reorganisations or restructuring); or  part of the ordinary activities of the business but unusual due to their size and nature (for example, impairment of assets). 54 96 54 THE STAR ENTERTAINMENT GROUP 2023 ANNUAL REPORT NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2023 A8 LEASES The following amounts relating to AASB16 leases are recognised in the income statement: Depreciation expense of right-of-use assets (refer to note B4) Interest expense on lease liabilities (refer to note A5) TToottaall 22002233 $$mm 55..77 33..11 88..88 22002222 $$mm 6.0 3.5 9.5 55 55 97 THE STAR ENTERTAINMENT GROUP 2023 ANNUAL REPORT NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2023 B KEY BALANCE SHEET DISCLOSURES ASSETS B1 CASH AND CASH EQUIVALENTS Cash on hand and in banks Short term deposits, maturing within 30 days B2 TRADE AND OTHER RECEIVABLES Trade receivables Less provision for impairment Net trade receivables Other receivables (i) PROVISION FOR IMPAIRMENT RECONCILIATION Balance at beginning of year Impairment of trade receivables a Less amounts written off as uncollectible a These amounts are included in other expenses in the income statement. Trade receivables are non-interest bearing and are generally on 30 day terms. (ii) AGEING OF TRADE AND OTHER RECEIVABLES 22002233 $$mm 7799..22 99..55 8888..77 3377..77 ((3333..00)) 44..77 1166..11 2200..88 ((3377..00)) ((11..00)) 55..00 ((3333..00)) 00 -- 3300 ddaayyss 3300 ddaayyss -- 11 yyeeaarr 11 -- 33 yyeeaarrss $$mm $$mm $$mm 33 yyeeaarrss ++ $$mm 44..77 -- -- 44..77 6.5 0.3 - 6.8 -- -- -- -- - - 2.0 2.0 -- -- 22..44 22..44 - - 26.4 26.4 -- -- 3300..66 3300..66 - 1.0 8.6 9.6 TTrraaddee rreecceeiivvaabblleess 22002233 Not yet due Past due not impaired Considered impaired 22002222 Not yet due Past due not impaired Considered impaired 56 98 22002222 $$mm 82.0 - 82.0 44.8 (37.0) 7.8 10.2 18.0 (38.1) (1.0) 2.1 (37.0) TToottaall $$mm 44..77 -- 3333..00 3377..77 6.5 1.3 37.0 44.8 56 THE STAR ENTERTAINMENT GROUP 2023 ANNUAL REPORT NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2023 OTHER RECEIVABLES Other receivables are not past due or considered impaired. It is expected that these balances will be received as they fall due. IImmppaaiirrmmeenntt ooff ttrraaddee rreecceeiivvaabblleess The Group impairment analysis is performed at each reporting date to measure expected credit losses. The provision reflects the probability-weighted outcome of reasonable and supportable information that is available at the reporting date about past events, current conditions and forecasts of future economic conditions. Debtor balances have been individually assessed based on criteria, including: patron's financial circumstances; payment history; relationship with the Group; international gambling activity; and whether a legal claim has commenced to collect the balance. B3 DERIVATIVE FINANCIAL INSTRUMENTS CCuurrrreenntt aasssseettss Interest rate swaps NNoonn ccuurrrreenntt aasssseettss Cross currency swaps Interest rate swaps CCuurrrreenntt lliiaabbiilliittiieess Cross currency swaps 22002233 $$mm 22..66 22..66 3366..55 00..99 3377..44 33..88 33..88 22002222 $$mm 1.4 1.4 59.6 3.3 62.9 5.7 5.7 58.6 NNeett ffiinnaanncciiaall aasssseettss NNeett ddeerriivvaattiivveess aarree ddoowwnn $$2222..44 mmiilllliioonn.. IInn MMaarrcchh 22002233,, tthhee ccrroossss ccuurrrreennccyy iinntteerreesstt rraattee sswwaappss uusseedd ttoo hheeddggee UUSSPPPP rreellaatteedd rriisskkss wweerree aammeennddeedd,, rreessuullttiinngg iinn aa nneett sseettttlleemmeenntt iinnccoommee ooff $$2200..55 mmiilllliioonn.. TThhee rreemmaaiinniinngg ddeerriivvaattiivveess aallssoo ddeeccrreeaasseedd $$11..99 mmiilllliioonn dduuee ttoo uunnffaavvoouurraabbllee oovveerraallll cchhaannggeess iinn tthhee hheeddggeedd rriisskkss.. 3366..22 VVaalluuaattiioonn ooff ddeerriivvaattiivveess aanndd ootthheerr ffiinnaanncciiaall iinnssttrruummeennttss The valuation of derivatives and financial instruments is based on market conditions at the balance sheet date. The value of the instrument fluctuates on a daily basis and the actual amounts realised may differ materially from their value at the balance sheet date. Refer to note E2 for additional financial instruments disclosure. 57 57 99 THE STAR ENTERTAINMENT GROUP 2023 ANNUAL REPORT NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2023 B4 PROPERTY, PLANT AND EQUIPMENT 22002233 CCoosstt Opening balance at beginning of the year Additions Disposals / write offs Reclassification / transfer Closing balance at end of the year AAccccuummuullaatteedd ddeepprreecciiaattiioonn Opening balance at beginning of the year Depreciation expense Disposals / transfers Impairments Closing balance at end of the year CCaarrrryyiinngg AAmmoouunntt Opening balance at beginning of the year Closing balance at end of the year 22002222 CCoosstt Opening balance at beginning of the year Additions Disposals / write offs Reclassification / transfer FFrreeeehhoolldd llaanndd FFrreeeehhoolldd aanndd lleeaasseehhoolldd bbuuiillddiinnggss LLeeaasseehhoolldd iimmpprroovveemmeennttss PPllaanntt aanndd eeqquuiippmmeenntt RRiigghhtt ooff uussee aasssseett NNoottee $$mm $$mm $$mm $$mm $$mm TToottaall $$mm 7744..11 22,,772222..11 330011..22 11,,118888..55 5588..88 44,,334444..77 -- -- -- 6611..33 ((1111..11)) ((1111..44)) 00..33 -- 00..77 3355..33 ((2288..77)) 1100..77 -- ((00..44)) -- 9966..99 ((4400..22)) -- 7744..11 22,,776600..99 330022..22 11,,220055..88 5588..44 44,,440011..44 A4 A4 -- -- -- -- -- 663388..99 6677..77 ((99..33)) 770088..22 114411..33 99..77 -- 33..77 991100..88 7777..99 ((2299..00)) 9922..55 1188..22 55..77 ((00..77)) 1133..55 11,,770099..22 116611..00 ((3399..00)) 881177..99 11,,440055..55 115544..77 11,,005522..22 3366..77 22,,664499..11 7744..11 7744..11 22,,008833..22 11,,335555..44 115599..99 114477..55 227777..77 115533..66 4400..66 2211..77 22,,663355..55 11,,775522..33 72.5 1.6 - - 2,677.9 305.5 1,159.5 64.6 (10.3) (10.1) 0.5 (2.1) (2.7) 43.5 (29.5) 15.0 62.9 0.8 (4.9) - 4,278.3 111.0 (46.8) 2.2 Closing balance at end of the year 74.1 2,722.1 301.2 1,188.5 58.8 4,344.7 AAccccuummuullaatteedd ddeepprreecciiaattiioonn Opening balance at beginning of the year Depreciation expense Disposals / transfers A4 Closing balance at end of the year CCaarrrryyiinngg AAmmoouunntt Opening balance at beginning of the year Closing balance at end of the year - - - - 575.7 73.6 (10.4) 638.9 72.5 74.1 2,102.2 2,083.2 134.8 8.0 (1.5) 141.3 170.7 159.9 855.8 83.9 (28.9) 910.8 16.6 6.0 (4.4) 1,582.9 171.5 (45.2) 18.2 1,709.2 303.7 277.7 46.3 40.6 2,695.4 2,635.5 58 100 58 THE STAR ENTERTAINMENT GROUP 2023 ANNUAL REPORT NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2023 a Includes capital works in progress of: Buildings - at cost Leasehold improvements - at cost Plant and equipment - at cost 22002233 $$mm 1133..88 -- 44..88 1188..66 Total capital works in progress FFoorr ddeettaaiillss oonn ccaappiittaall aaccttiivviittiieess rreeffeerr ttoo sseeccttiioonn 22..44 ooff tthhee DDiirreeccttoorrss'' RReeppoorrtt.. Property, plant and equipment is comprised of the following assets:  Freehold land - Gold Coast property;  Freehold and leasehold buildings - Brisbane, Gold Coast and Sydney properties;  Leasehold improvements - Brisbane and Sydney properties;  Plant and equipment - operational and other equipment: and  Right-of-Use assets - Property and other equipment. AAsssseett uusseeffuull lliivveess aanndd rreessiidduuaall vvaalluueess For the accounting policy on depreciation and useful lives of property, plant and equipment refer to note A4. IImmppaaiirrmmeenntt Refer to note B6 for details of the accounting policy and key assumptions included in the impairment calculation. 22002222 $$mm 19.6 0.3 6.7 26.6 59 59 101 THE STAR ENTERTAINMENT GROUP 2023 ANNUAL REPORT NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2023 B5 INTANGIBLE ASSETS SSyyddnneeyy aanndd BBrriissbbaannee ccaassiinnoo lliicceenncceess SSyyddnneeyy ccaassiinnoo ccoonncceessssiioonnss SSooffttwwaarree a $$mm $$mm $$mm NNoottee GGooooddwwiillll $$mm 22002233 CCoosstt Opening balance at beginning of the year Additions Disposals / write offs Reclassification / transfer 11,,444422..22 -- -- -- 229944..77 -- -- -- 110000..00 -- -- -- 331199..22 3399..11 ((00..44)) -- OOtthheerr $$mm 2200..11 -- -- -- TToottaall $$mm 22,,117766..22 3399..11 ((00..44)) -- Closing balance at end of the year 11,,444422..22 229944..77 110000..00 335577..99 2200..11 22,,221144..99 AAccccuummuullaatteedd aammoorrttiissaattiioonn Opening balance at beginning of the year Amortisation expense Disposals Impairments A4 A4 Closing balance at end of the year CCaarrrryyiinngg AAmmoouunntt Opening balance at beginning of the year Closing balance at end of the year 22002222 CCoosstt Opening balance at beginning of the year Additions Disposals Reclassification / transfer 116622..55 -- -- 11,,115500..99 11,,331133..44 11,,227799..77 112288..88 1,442.2 - - - 8811..88 33..11 -- 110000..11 118855..00 221122..99 110099..77 294.7 - - - 3322..33 00..99 -- 3366..66 6699..88 6677..77 3300..22 223300..55 2288..99 ((00..66)) 4433..00 330011..88 77..11 00..44 -- 44..66 551144..22 3333..33 ((00..66)) 11,,333355..22 1122..11 11,,888822..11 8888..77 5566..11 1133..00 88..00 11,,666622..00 333322..88 100.0 - - - 292.9 29.4 (0.9) (2.2) 20.1 - - - 2,149.9 29.4 (0.9) (2.2) Closing balance at end of the year 1,442.2 294.7 100.0 319.2 20.1 2,176.2 AAccccuummuullaatteedd aammoorrttiissaattiioonn Opening balance at beginning of the year Amortisation expense Disposals Impairments A4 A4 Closing balance at end of the year CCaarrrryyiinngg AAmmoouunntt Opening balance at beginning of the year Closing balance at end of the year - - - 162.5 162.5 78.6 3.2 - - 81.8 1,442.2 1,279.7 216.1 212.9 31.4 0.9 - - 32.3 68.6 67.7 201.8 31.7 (3.0) - 230.5 6.7 0.4 - - 7.1 318.5 36.2 (3.0) 162.5 514.2 91.1 88.7 13.4 13.0 1,831.4 1,662.0 Includes capital works in progress of $28.0 million (2022: $17.3 million). a IInnttaannggiibbllee aasssseett aaddddiittiioonnss rreellaattee pprreeddoommiinnaannttllyy ttoo ssooffttwwaarree aass tthhee GGrroouupp pprrooggrreesssseess iittss ssttrraatteeggiicc pprriioorriittyy ttoo mmaaxxiimmiissee vvaalluuee ffrroomm tteecchhnnoollooggyy,, iinncclluuddiinngg ddeevveellooppiinngg tteecchhnnoollooggiieess ttoo eennaabbllee ccoommpplliiaannccee wwiitthh rreegguullaattoorryy rreeqquuiirreemmeennttss aanndd iinn pprreeppaarraattiioonn ffoorr mmaannddaattoorryy ccaarrddeedd ppllaayy aanndd ccaasshh lliimmiitt cchhaannggeess rreeqquuiirreedd ttoo bbee iinn ppllaaccee iinn AAuugguusstt 22002244 aass wweellll aass ddeelliivveerriinngg nneeww iinntteeggrraatteedd IITT ppllaattffoorrmmss.. 60 102 60 THE STAR ENTERTAINMENT GROUP 2023 ANNUAL REPORT NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2023 AAsssseett uusseeffuull lliivveess aanndd rreessiidduuaall vvaalluueess Intangible assets are amortised using the straight line method as follows:  The Sydney casino licence is amortised from its date of issue until expiry in 2093.  The Sydney casino concessions granted by the New South Wales government include product concessions in New South Wales which are amortised over the period of expected benefits.  The Brisbane casino licence is amortised over the remaining life of the lease to which the licence is linked, which expires in 2070. The Group will continue to amortise the casino licence over its current term up until it is surrendered, following the expected opening of the entertainment and leisure destination at Queen's Wharf Brisbane (QQWWBB) from April 2024.  Software is amortised over useful lives of 3 to 10 years.  Other assets include the contribution to the construction costs of the state government owned Gold Coast Convention and Exhibition Centre. The Group's Gold Coast casino is deriving future benefits from the contribution, which is being amortised over a period of 50 years. Goodwill and impairment testing Goodwill is assessed for impairment on an annual basis and is carried at cost less accumulated impairment losses. Refer to note B6 for the accounting policy on asset impairment and details of key assumptions included in the impairment testing calculation. B6 IMPAIRMENT TESTING AND GOODWILL Goodwill acquired through business combinations has been allocated to the applicable cash generating unit for impairment testing. Each cash generating unit represents a business operation of the Group. CARRYING AMOUNT OF GOODWILL ALLOCATED TO EACH CASH GENERATING UNIT CCaasshh ggeenneerraattiinngg uunniitt ((RReeppoorrttaabbllee sseeggmmeenntt)) 22002233 22002222 SSyyddnneeyy $$mm - GGoolldd CCooaasstt $$mm - 851.0 165.5 BBrriissbbaannee $$mm 128.8 263.2 TToottaall ccaarrrryyiinngg aammoouunntt $$mm 128.8 1,279.7 The recoverable amount of each of the three cash generating units at year end (Sydney, Gold Coast and Brisbane) is determined based on 'fair value less costs of disposal', which is calculated using the discounted cash flow approach. This approach utilises cash flow forecasts that represent a market participant's view of the future cash flows that would arise from operating and developing the Group's assets. These cash flows are principally based upon Board approved business plans for a five-year period, together with longer term projections and approved capital investment plans, extrapolated using an implied terminal growth rate of 2.5% (2022: 2.5%). These cash flows are then discounted using a relevant long term post- tax discount rate specific to each cash generating unit, ranging between 10.0% to 12.6% (2022: 8.9% to 9.3%). The pre-tax discount rates range between 11.8% to 15.1% (2022: 11.4% to 11.8%). AAnn iimmppaaiirrmmeenntt ooff $$22,,116677..88 mmiilllliioonn wwaass rreeccooggnniisseedd aatt 3300 JJuunnee 22002233 ((22002222:: $$116622..55 mmiilllliioonn)).. TThhee iimmppaaiirrmmeenntt wwaass ffiirrsstt ttaakkeenn aaggaaiinnsstt ggooooddwwiillll (($$11,,115500..99 mmiilllliioonn)) aanndd tthheenn aappppoorrttiioonneedd bbeettwweeeenn pprrooppeerrttyy,, ppllaanntt aanndd eeqquuiippmmeenntt (($$881177..99 mmiilllliioonn)),, iinnttaannggiibblleess (($$118844..33 mmiilllliioonn)) aanndd ootthheerr nnoonn--ccuurrrreenntt aasssseettss (($$1144..77 mmiilllliioonn)).. 61 61 103 THE STAR ENTERTAINMENT GROUP 2023 ANNUAL REPORT NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2023 KEY ASSUMPTIONS The fair value measurement is valued using level 3 valuation techniques (refer to note E2(i) for details of the levels). The key assumptions on which management based its cash flow projections when determining 'fair value less costs of disposal' are as follows: ii.. CCaasshh ffllooww ffoorreeccaassttss The cash flow forecasts for Sydney and Gold Coast are based upon Board approved forecasts for a five-year period, together with longer term projections, growth rates and approved capital investment plans. The cash flow forecasts for Brisbane incorporate the Board approved FY24 budget for the remaining year of existing operations, valuation of the Treasury buildings and DBC related casino management fees and distributions from DBC. iiii.. TTeerrmmiinnaall vvaalluuee The terminal growth rate used is in line with the forecast long term underlying growth rate in the Consumer Price Index (CCPPII). iiiiii.. DDiissccoouunntt rraatteess Discount rates applied are based on the post tax weighted average cost of capital applicable to the relevant cash generating unit. The discount rate includes a risk premium for the uncertainty associated with ongoing regulatory and other matters, including:  Base risk premium (all properties): general risk associated with the achievement of underlying cashflows, including in relation to the recently implemented regulatory changes and inherent risks in the gaming industry.  Legal and other matters (Sydney and Gold Coast): significant uncertainty remains around the quantum and timing of penalties and fines in relation to AUSTRAC and the quantum (if any) in relation to the possible outcome of the four class actions.  NSW casino duties (Sydney): the NSW casino duty has a staged introduction, with FY31 the first year the full duty will be levied (unless revenue surpasses certain thresholds beforehand). Uncertainty relates to forecast casino duty in the latter years of implementation.  Operating conditions (Brisbane): conditions that have impacted the Sydney and Gold Coast cash generating unit's during the year, including the implementation of uplifted controls, which necessarily resulted in increased exclusions; the important uplifting of risk and compliance resourcing; some operating restrictions impacting customer experience; and weaker consumer discretionary spending, are considered probable to have an impact on the future performance of The Star Brisbane. iivv.. RReegguullaattoorryy cchhaannggeess RReegguullaattoorryy aanndd lleeggaall ccoossttss The provisions for regulatory and legal costs have been included in the Sydney and Gold Coast cash flow forecasts. Specific risk factors have been included reflecting the possibility that payments exceed existing provisions. NNSSWW CCaassiinnoo DDuuttyy RRaatteess On 11 August 2023, the NSW Treasurer announced increases to specified duty rates applicable to casinos in NSW, effective 1 July 2023. The new rates are tiered, dependent on gaming revenue thresholds, and represent a rate increase across all products. Cashflows expected for these changes have been included in the impairment models. BBrriissbbaannee Upon opening of the entertainment and leisure destination from April 2024, the existing Brisbane casino will cease to operate and the Group will act as the operator of the QWB casino. The Group currently holds a perpetual casino licence in Brisbane that is attached to the lease of the current Brisbane site that expires in 2070. Upon opening of the QWB casino, the Group's casino licence will be surrendered and Destination Brisbane Consortium (DDBBCC) will be granted a casino licence for 99 years including an exclusivity period of 25 years. The Group will surrender the Brisbane casino licence and some operational assets in exchange for the right to operate the new QWB casino. 62 104 62 THE STAR ENTERTAINMENT GROUP 2023 ANNUAL REPORT NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2023 vv.. IImmppaaiirrmmeenntt In the Sydney and Gold Coast cash generating units, the implementation of uplifted controls, which necessarily resulted in increased exclusions; the important uplifting of risk and compliance resourcing; the introduction of competition during the period in the Sydney table games market; some operating restrictions impacting customer experience; and weaker consumer discretionary spending have all impacted operating performance. Significant uncertainty remains around the quantum and timing of penalties and fines in relation to AUSTRAC and the quantum (if any) in relation to the possible outcome of the four class actions. In Sydney, the new NSW casino duty rates have increased duties payable. In Brisbane, it is considered probable that the operating and economic conditions affecting Sydney and Gold Coast will also impact on the future earnings of The Star Brisbane casino. In combination, these factors have reduced the valuation of the cash generating units, requiring an impairment of $2,167.8 million (Sydney: $1,583.1 million, Gold Coast $450.3 million and Brisbane $134.4 million) to be recognised for the year ended 30 June 2023 (2022: $162.5 million). The impairment is recognised in the line ‘Depreciation, amortisation and impairment expense’ in the Consolidated Income Statement. The impairment was first allocated against the cash generating unit’s goodwill balance ($1,150.9 million) and then apportioned between property, plant and equipment ($817.9 million), intangibles ($184.3 million) and other non-current assets ($14.7 million). vvii.. SSeennssiittiivviittiieess The key estimates and assumptions used to determine the 'fair value less costs of disposal' of a cash generating unit are based on management's current expectations after considering past experience, future investment plans and external information. They are considered to be reasonably achievable, however, changes in any of these key estimates, assumptions or regulatory environments may require further impairment charges to be recognised. An increase or decrease of 0.5% in the discount rate would result in changes to the impairment of each cash generating unit: Sydney, +$56.9 million or -$64.3 million; Gold Coast, +$38.2 million or -$43.4 million; and Brisbane, +$78.4 million or -$86.7 million. IMPAIRMENT OF ASSETS Goodwill and indefinite life intangible assets are tested for impairment at least annually. Property, plant and equipment, other intangible assets and other non-financial assets are considered for impairment if there is a reason to believe that impairment may be necessary. Factors taken into consideration in reaching such a decision include the economic viability of the asset itself and where it is a component of a larger economic entity, the viability of the unit itself. 63 63 105 THE STAR ENTERTAINMENT GROUP 2023 ANNUAL REPORT NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2023 LIABILITIES B7 PROVISIONS, CONTINGENT LIABILITIES AND REGULATORY MATTERS Current Regulatory and legal provisionsa Employee benefits Worker's compensation Non current Employee benefits Other 2023 $m 423.1 76.2 6.4 505.7 6.6 1.4 8.0 2022 $m 12.7 96.1 6.4 115.2 6.9 1.4 8.3 a The Group recognised provisions relating to various regulatory and legal matters including fines issued by the NICC and OLGR, AUSTRAC civil proceedings, underpaid casino duty in NSW, consultants, Manager, Special Manager, legal and other costs. Disclosing individual amounts would seriously prejudice these matters considering the present status and range of potential outcomes (2022: provision for underpaid casino duty in NSW). Reconciliations of each class of provision, except for employee benefits, at the end of each financial year are set out below: 22002233 Carrying amount at beginning of the year Provisions made during the year Provisions utilised during the year 22002222 Carrying amount at beginning of the year Provisions made during the year Provisions utilised during the year RReegguullaattoorryy aanndd lleeggaall pprroovviissiioonnss $$mm WWoorrkkeerrss'' ccoommppeennssaattiioonn ((ccuurrrreenntt)) $$mm OOtthheerr ((nnoonn-- ccuurrrreenntt)) $$mm 1122..77 559944..88 ((118844..44)) 442233..11 -- 30.1 ((1177..44)) 12.7 66..44 33..33 ((33..33)) 66..44 6.3 2.6 (2.5) 6.4 11..44 -- -- 11..44 1.4 - - 1.4 AAUUSSTTRRAACC cciivviill pprroocceeeeddiinnggss As announced on 7 June 2021, and 14 January 2022, entities within the Group were the subject of an AUSTRAC enforcement investigation. This followed potential non-compliance concerns identified in the course of a compliance assessment which was commenced by AUSTRAC in September 2019. On 30 November 2022 The Star Pty Limited and The Star Entertainment QLD Limited (collectively TThhee SSttaarr EEnnttiittiieess), were served with a statement of claim from AUSTRAC, commencing Federal Court civil penalty proceedings in relation to alleged contraventions of obligations under the Anti-Money Laundering and Counter Terrorism Financing (AML/ CTF) Act 2006. The claims include that The Star Entities: 1. Failed to appropriately assess the money laundering and terrorism financing risks. 2. Did not include in their AML/CTF programs appropriate risk-based systems and controls to mitigate and manage risks. 3. Failed to establish an appropriate framework for Board and senior management oversight of the AML/CTF programs. 4. Did not have a transaction monitoring program to monitor transactions and identify suspicious activity that was appropriately risk-based or appropriate to the nature, size and complexity of The Star Entities. 64 106 64 THE STAR ENTERTAINMENT GROUP 2023 ANNUAL REPORT NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2023 5. Did not have an appropriate enhanced customer due diligence program to carry out additional checks on higher risk customers. 6. Did not conduct appropriate ongoing customer due diligence on a range of customers who presented higher money laundering risks 1,189 times in New South Wales and 325 times in Queensland. The parties are working towards the preparation of a Statement of Agreed Facts and Admissions (SSAAFFAA). At the case management hearing on 14 July 2023, the Court ordered that the final SAFA be filed by 1 November 2023. AUSTRAC has commenced civil penalty proceedings against other companies on five occasions, one of which is yet to conclude. The four concluded AUSTRAC proceedings to date have led to the Federal Court approving and / or ordering the respondent to pay significant penalties (Tabcorp $45 million (2017); CBA $700 million (2018); Westpac $1.3 billion (2020) and most recently, Crown $450 million (2023)). The determination of the Federal Court’s penalty (including where a penalty has been jointly proposed by AUSTRAC and the defendant to the Court) is specific to the facts of each case and arrived at after consideration of the SAFA and evidence and submissions in relation to the appropriateness of the penalty. The Statement of Claim from AUSTRAC alleges that the number of breaches committed by The Star Entities is innumerable. Following a review of the Statement of Claim, and an analysis of the penalties against other companies (described above), the relative size of the Group and capacity to pay, the Group has determined an appropriate provision on the balance sheet as at 30 June 2023. This provision was and is recognised at a time where there remains considerable uncertainty on the approach the Federal Court will ultimately take when approving any agreed penalty and where The Star Entities continue to engage with AUSTRAC and the Australian Government Solicitor in relation to remediation activities designed to address allegations of ongoing deficiencies in The Star Entities' AML/Program. Any actual penalty paid by the Group may differ materially to the provision recorded at 30 June 2023. UUnnddeerrppaaiidd ccaassiinnoo dduuttyy During the Bell review, concerns were raised regarding the characterisation of residency for rebate patrons and the potential consequences for the Group’s calculations of rebate duty payable to the NSW Government. As a result, the Group undertook an independent assessment of residency status and consequential rebate gaming activity for a number of patrons that had changed their residency status from ordinarily resident in New South Wales to being ordinarily resident interstate or overseas between 28 November 2016 to May 2022. The Bell report recommended the NSW Independent Casino Commission (NNIICCCC) engage an independent expert to perform their own audit of all patrons that engaged in rebate play at The Star Sydney since 28 November 2016 and a clear and objective test regarding the residency of players be included in The Star Sydney’s Duty Agreement. The Group is working with NSW Liquor and Gaming to agree the scope of an independent review applicable to rebate play for all patrons. The Group has also commenced working with the NICC and Treasury to develop a clear and objective test for the residency of players. Such a test will require an amendment to The Star Sydney’s Duty agreement and result in changes to relevant internal controls. The Group has determined an appropriate provision on the balance sheet at 30 June 2023 of the potential impact of the review of rebate play for all patrons. The final quantum of casino duty may be materially different to the amount provided as it is subject to further analysis and discussions with the NICC and NSW Treasury. AASSIICC cciivviill ppeennaallttyy pprroocceeeeddiinnggss aaggaaiinnsstt ffoorrmmeerr ddiirreeccttoorrss aanndd ooffffiicceerrss ooff tthhee CCoommppaannyy In December 2022, the Australian Securities and Investment Commission (AASSIICC) commenced civil penalty proceedings in the Federal Court of Australia against 11 former directors and officers of the Company alleging contraventions of their duties under s180(1) of the Corporations Act 2001 (Cth). The alleged contraventions arise from certain matters considered in the Bell and Gotterson Reviews. As no entity of the Group is party to these proceedings, it is not possible to predict the timing and any financial impact of these claims on the Group (including in terms of the Group bearing costs for the defendants, or the extent to which those costs might be covered by available insurances and indemnities in place for previous officers and directors). The Group has provided for an estimate of legal costs as at 30 June 2023. 65 65 107 THE STAR ENTERTAINMENT GROUP 2023 ANNUAL REPORT NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2023 CCllaassss aaccttiioonnss On 30 March 2022, 7 November 2022 and 3 and 6 February 2023, the Company was served by Slater & Gordon, Maurice Blackburn, Phi Finney McDonald and Shine Lawyers respectively with separate statements of claim for securities class actions in the Supreme Court of Victoria. The claims are substantially similar and allege the Group failed to comply with continuous disclosure requirements and engaged in misleading or deceptive conduct between 2016 and 2022 through various alleged disclosures or non-disclosures about its systems, controls, operations and regulatory risks. The allegations reference the Bell review and previous media reporting. On 27 and 28 June 2023, the Court heard carriage and costs order applications from each of the four plaintiff law firms. Judgment has been reserved in relation to which plaintiff firm will have carriage of the proceedings and the terms of any relevant group costs order. The Company intends to defend the proceedings. The outcome and any potential financial impacts are unknown, including the extent to which any costs might be covered by the Group’s insurance policies. GGSSTT aammeennddeedd aasssseessssmmeennttss On 11 August 2021 the Group received amended assessments from the Australian Taxation Office (AATTOO) in respect of a dispute for the period October 2013 to August 2017 (inclusive) in relation to the GST treatment of rebates paid to junket operators for The Star Pty Limited. The amount in dispute for this period is approximately $143.8 million (primary tax of $81.9 million and interest of $61.9 million). In FY22 the Group paid $40.9 million as a deposit to the ATO on a no-admissions basis. The deposit is held as a current asset on the balance sheet. On 6 September 2021 the Group filed an application for judicial review with the Federal Court in relation to the interest assessment and on 5 October 2021 lodged an objection against the primary assessments with the ATO. The matter has been adjourned until the outcome of the objections, which is yet to be decided. The Group considers that it has paid the correct amount of tax and will pursue all available avenues of objection. WWiitthhhhoollddiinngg ttaaxx ppeennaallttyy The ATO has issued a penalty for $6.4 million in relation to a dispute over the appropriate method for calculating withholding tax on Junket rebates for the 2015 to 2020 income tax years. The Group has objected to the ATO’s decision to issue the penalty, consequently the ATO is conducting an internal review of this matter. The objection is yet to be decided. The Group considers that it has paid the correct amount of tax and will pursue all available avenues of objection. LLeeggaall cchhaalllleennggeess There are outstanding legal actions between the Company and its controlled entities and third parties as at 30 June 2023. The Group has notified its insurance carrier of all relevant litigation and believes that any damages (other than exemplary damages) that may be awarded against the Group, in addition to its costs incurred in connection with the action, will be covered by its insurance policies where such policies are in place. Provisions are made for known obligations where the existence of a liability is probable and can be reasonably estimated. As the outcomes of these actions remain uncertain, contingent liabilities exist for possible amounts eventually payable. The Group has no other contingent liabilities other than those disclosed in these financial statements. NNEEWW SSOOUUTTHH WWAALLEESS RReegguullaattoorryy rreeffoorrmmss On 11 August 2022 the Casino Legislation Amendment Act 2022 (NSW) was enacted to give effect to amendments to the Casino Control Act 1992 (NSW). These amendments enacted reforms to the NSW casino regulatory framework, including to address the recommendations of the Bergin Inquiry and certain additional measures and to establish the NICC as a new independent regulator. The reforms also purported to override compensation rights previously available to the Group for specified regulatory changes. The amendments were effective from 5 September 2022 with the exception of compulsory carded play and cash play limits, which commence on 11 August 2024 (unless an earlier date is set by Government). The amendments include expanding the definition of gaming revenue to include slots free play. BBeellll rreeppoorrtt The Bell Report was provided to the Independent Liquor and Gaming Authority (ILGA) on 31 August 2022 and published by the NICC on 13 September 2022. Mr Bell made a total of 30 recommendations and found The Star unsuitable to hold a casino licence in NSW. 66 108 66 THE STAR ENTERTAINMENT GROUP 2023 ANNUAL REPORT NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2023 DDiisscciipplliinnaarryy aaccttiioonn After considering the Bell Report recommendations and The Star’s response to the show cause notice issued on 13 September 2022, the NICC issued a $100 million fine (payable in 3 instalments on 31 March 2023, 30 June 2023 and 29 December 2023), suspended The Star’s casino licence and appointed a Manager for the Sydney casino. The Manager was appointed initially for 90 days, however on 16 December 2022 this was extended to 19 January 2024. The final instalment for the pecuniary penalty has been recorded as a liability on the balance sheet at 30 June 2023. The Star Sydney remains open and operating, and net earnings continue to be paid to The Star after payment of the Manager’s costs. The Manager has assumed the responsibility and control of The Star’s casino operations. CCaassiinnoo dduuttyy rreeffoorrmmss On 11 August 2023 the NSW Treasurer and the Group announced an in-principle agreement had been reached in relation to changes to casino duty rates for casinos in New South Wales and their impact on The Star Sydney. The in-principle agreement supersedes the proposal announced by the previous Liberal NSW Treasurer on 17 December 2022. Once formalised the amendments announced are designed to deliver a sustainable outcome for The Star Sydney and to protect the jobs of thousands of NSW team members. The changes include rate increases for rebate duty (10% to 12.5%) and Table Games (17.91% to 20.25%) from 1 July 2023. Poker Machine duty rates will remain unchanged until 2030 (currently 20.91%, 21.91% from 1 July 2024 and 22.91% from 1 July 2027). From 1 July 2030 poker machines will be taxed based on average poker machine revenue using a progressive rate scale with a maximum of 51.6%. In the period 1 July 2023 to 30 June 2030 an additional levy will apply equal to 35% of The Star Sydney’s gaming revenue above $1.125 billion per financial year. There is no change to the Responsible Gambling Levy rate. Further, the in-principle agreement includes a jobs agreement that provides employment certainty for team members in arrangements agreed with the United Workers Union. The Star Sydney will also introduce a trial of its cashless gaming machine technology in October 2023 on 50 gaming machines and 8 gaming tables. QQUUEEEENNSSLLAANNDD RReegguullaattoorryy rreeffoorrmmss On 14 October 2022 the Casino Control and Other Legislation Amendment Bill 2022 (Qld) was passed by the Queensland Parliament. The legislative amendments to the Casino Control Act 1982 (Qld) included increasing the maximum pecuniary penalty to $100 million, allowing for the appointment of a Special Manager and overriding compensation rights previously available to the Group for specified regulatory changes. GGootttteerrssoonn RReeppoorrtt In July 2022 an independent review commenced of the Group’s Queensland casinos, The Star Gold Coast and Treasury Brisbane. The Attorney-General appointed The Honourable Robert Gotterson AO to examine whether these casinos operate in a way that is consistent with achieving the objectives of the Casino Control Act 1982 (Qld) and the ongoing suitability of the Group’s casino licensees. The Gotterson Report was publicly released on 6 October 2022, making 12 recommendations, which have been accepted in-principle by the Queensland Government. On 25 October 2022 the Attorney-General formally determined that the Group’s Queensland casino licensees, and other associated entities of The Star Entertainment Group, were not suitable to be associated or connected with the management and operations of a hotel-casino complex or casino in Queensland, by reason of it not being a person of good repute. Further amendments to the Casino Control Act 1982 (Qld) are expected in 2023 to enact the remaining recommendations from the Gotterson Report, including mandatory carded play and cash limits and mandatory player pre-commitments. DDiisscciipplliinnaarryy aaccttiioonn On 9 December 2022 the Attorney-General announced a total penalty of $100 million in relation to the Group’s Queensland casinos (payable in three instalments on 31 March 2023, 30 June 2023 and 31 December 2023); suspended the Group’s Queensland casino licences for a period of 90 days on a deferred basis with effect from 1 December 2023 unless postponed or rescinded due to satisfactory progress towards suitability, and appointed a Special Manager to monitor the operations of the Group’s Queensland casinos. The final instalment for the pecuniary penalty has been recorded as a liability on the balance sheet at 30 June 2023. FFiinnaanncciiaall gguuaarraanntteeeess Refer to note E1 for details of financial guarantees provided by the Group at the reporting date. 67 67 109 THE STAR ENTERTAINMENT GROUP 2023 ANNUAL REPORT NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2023 B8 INTEREST BEARING LIABILITIES CCuurrrreenntt Lease liabilities NNoonn ccuurrrreenntt Bank loans - unsecured (net of unamortised borrowing costs) Private placement - US dollar - amortised cost Lease liabilities 22002233 $$mm 66..00 66..00 336622..99 335577..55 3300..88 775511..22 22002222 $$mm 6.1 6.1 705.7 583.9 36.8 1,326.4 The bank facilities have maturities between eight months and three years, with an average weighted maturity of 2.0 years (2022: 2.9 years). During the year, the interest bearing liabilities were amended to either amend covenant calculations or allow for the capital raising, resulting in increased interest charges over the balance of the tenure. The bank loans and USPP were modified, resulting in an increase of $30.0 million, recognised in finance costs. The modification has been amortised through 30 June 2023, with $0.9 million remaining in bank loans and $10.0 million remaining in USPP. On 24 March 2023, following the capital raising, existing bank loan facility amounts were reduced by $338.0 million (approximately 30%) while on 31 March 2023, US$172.6 million of USPPs were prepaid (approximately 42.3%). Facility maturity dates were not affected as part of this reduction. NNeett ddeebbtt wwaass $$559955..55 mmiilllliioonn,, ddoowwnn 4488..22%% oonn tthhee ppccpp.. AAddjjuusstteedd ggeeaarriinngg lleevveellss,, ccaallccuullaatteedd aass aaggrreeeedd wwiitthh tthhee ffiinnaanncciieerrss oonn wwaass 11..99xx ((22002222:: 22..88xx aaddjjuusstteedd)).. RReeffeerr ttoo nnoottee FF77 ((iiiiii)) ffoorr CCaappiittaall mmaannaaggeemmeenntt ddiisscclloossuurreess aanndd tthhee ccaallccuullaattiioonn ooff tthhee ggeeaarriinngg rraattiioo.. 22002233 TTyyppee Bank loans Bank loans Bank loans Bank loans TToottaall bbaannkk llooaannss USPP USPP USPP TToottaall UUSSPPPP TToottaall FFaacciilliittyy aammoouunntt $$mm UUSSDD FFaacciilliittyy aammoouunntt $$mm AAUUDD aa UUnnuuttiilliisseedd aatt 3300 JJuunnee $$mm - - - - -- 28.9 166.5 40.4 223355..88 223355..88 104.0 540.0 120.0 28.0 779922..00 37.0 213.3 54.2 330044..55 104.0 226.0 70.0 28.0 442288..00 - - - -- 11,,009966..55 442288..00 MMaattuurriittyy ddaattee March 2024 July 2024 July 2025 July 2026 August 2025 August 2027 September 2028 68 110 68 THE STAR ENTERTAINMENT GROUP 2023 ANNUAL REPORT NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2023 22002222 TTyyppee Bank loans Bank loans Bank loans Bank loans Bank loans Total bank loans USPP USPP USPP Total USPP Total FFaacciilliittyy aammoouunntt FFaacciilliittyy aammoouunntt UUnnuuttiilliisseedd aatt 3300 JJuunnee $$mm UUSSDD $$mm AAUUDD aa $$mm MMaattuurriittyy ddaattee - - - - - - 50.0 288.4 70.0 408.4 408.4 75.0 150.0 765.0 175.0 40.0 1,205.0 64.0 369.4 93.9 527.3 1,732.3 July 2022 July 2023 July 2024 July 2025 July 2026 August 2025 August 2027 September 2028 75.0 56.0 225.0 100.0 40.0 496.0 - - - - 496.0 a USPP Notes are issued in USD and presented at the AUD amount repayable under cross currency interest rate swaps at maturity. BANK LOANS - UNSECURED (NET OF UNAMORTISED BORROWING COSTS) & US PRIVATE PLACEMENT (USPP) BBaannkk llooaannss aanndd wwoorrkkiinngg ccaappiittaall ffaacciilliittyy Interest on bank facilities is variable, linked to Bank Bill Swap Bid Rate, plus a margin. The Group has entered into interest rate swap agreements to hedge underlying debt obligations and allow $100 million (2022: $250 million) of floating rate bank loans to be swapped to fixed rate borrowings. Further details about the Group's exposure to interest rate movements are provided in notes E1 and E2. USPP The $357.5 million (2022: $583.9 million) USPP comprises the US$235.8 million (2022: US$408.4 million) USPP converted to $353.7 million AUD at 30 June rates (2022: $591.6 million AUD) and, the fair value movement of future interest payments subject to fair value hedges, being an asset of $5.3 million (2022: $7.7 million) and $10.0 million of debt modification (2022: nil), partially offset by $0.9 million of unamortised borrowing costs (2022: nil). Interest is a combination of fixed and variable, linked to Bank Bill Swap Rate, and a defined gearing ratio at the end of certain test dates. FAIR VALUE DISCLOSURES Details of the fair value of the Group's interest bearing liabilities are set out in note E2. FINANCIAL RISK MANAGEMENT As a result of the USPP borrowings, the Group is exposed to foreign currency risk through the movements in USD/AUD exchange rate. The Group has entered into cross currency swaps in order to hedge this exposure. As at 30 June 2023, repayment of the US$235.8 million (2022: US$408.4 million) is 100% hedged (2022: 100%). The base USD coupon continues to be 100% hedged (2022: 100% hedged), however amendments to the USPP during the year gave rise to incremental USD denominated coupon payments, which are not hedged. The Group is also exposed to the interest rate risk as a result of bank loans and the USPP borrowings. To hedge against this risk, the Group has entered into interest rate swaps. As at 30 June 2023, after taking into account the effect of interest rate swaps, approximately 50.5% (2022: 46.0%) of the Group's borrowings are hedged at a fixed rate of interest. Further details about the Group's exposure to interest rate and foreign currency movements are provided in notes E1 and E2. 69 69 111 THE STAR ENTERTAINMENT GROUP 2023 ANNUAL REPORT NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2023 C COMMITMENTS AND SUBSEQUENT EVENTS C1 COMMITMENTS OTHER COMMITMENTS a Not later than one year Later than one year but not later than five years Later than five years 22002233 $$mm 1133..66 -- -- 1133..66 22002222 $$mm 44.6 0.3 - 44.9 a Other commitments as at 30 June 2023 have decreased due to suspension of non-critical business projects at the Sydney property. Total project costs for Destination Brisbane Consortium's (DDBBCC) development of the entertainment and leisure destination are expected to be $2.9 billion. The majority of these cost over-runs are to be funded via additional equity contributions in proportion with the existing joint venture interests. The Group's expected contribution is approximately $100 million. Remaining construction costs are to be funded out of committed project financing. For Destination Gold Coast Consortium (DDGGCCCC), construction is underway on Tower 2 at 30 June 2023. Equity contributions towards Tower 1 are complete. DGCC is seeking project level debt facilities for the remainder of the Tower 2 construction costs. Until such a facility is secured, committed spend is to be funded by joint venturer loans or equity contributions. Refer to note D5 for commitments in respect of investment in associate and joint venture entities. C2 SUBSEQUENT EVENTS CCaassiinnoo dduuttyy rreeffoorrmmss On 11 August 2023 the NSW Treasurer and the Group announced an in-principle agreement had been reached in relation to changes to casino duty rates for casinos in New South Wales and their impact on The Star Sydney. The in-principle agreement supersedes the proposal announced by the previous Liberal NSW Treasurer on 17 December 2022. Once formalised the amendments announced are designed to deliver a sustainable outcome for The Star Sydney and to protect the jobs of thousands of NSW team members. The changes include rate increases for rebate duty (10% to 12.5%) and Table Games (17.91% to 20.25%) from 1 July 2023. Poker Machine duty rates will remain unchanged until 2030 (currently 20.91%, 21.91% from 1 July 2024 and 22.91% from 1 July 2027). From 1 July 2030 poker machines will be taxed based on average poker machine revenue using a progressive rate scale with a maximum of 51.6%. In the period 1 July 2023 to 30 June 2030 an additional levy will apply equal to 35% of The Star Sydney’s gaming revenue above $1.125 billion per financial year. There is no change to the Responsible Gambling Levy rate. Further, the in-principle agreement includes a jobs agreement that provides employment certainty for team members in arrangements agreed with the United Workers Union. The Star Sydney will also introduce a trial of its cashless gaming machine technology in October 2023 on 50 gaming machines and 8 gaming tables. 70 112 70 THE STAR ENTERTAINMENT GROUP 2023 ANNUAL REPORT NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2023 DDBBCC ddiissppuuttee wwiitthh MMuullttiipplleexx The Group has partnered with Hong Kong-based organisations Chow Tai Fook Enterprises Limited and Far East Consortium International Limited to form Destination Brisbane Consortium (DDBBCC) for the Queen's Wharf Brisbane Project. Multiplex (MMPPXX) is the principal contractor on the Queen’s Wharf Brisbane Integrated Resort Development project. Since early 2022 MPX has submitted a number of claims to DBC seeking damages and extensions of time and makes various allegations against DBC and the principal’s representative. DBC claims that it is entitled to liquidated damages from MPX due to its failure to meet contractual completion dates and commenced deducting liquidated damages from MPX in July 2023. On 18 May 2023, MPX issued a Formal Dispute notice to DBC. MPX also included in its July 2023 progress claim, significant claims for delay costs and acceleration costs and for repayment of liquidated damages deducted. These claims have been reviewed and rejected by the Principal’s Representative during the course of the contract. DBC delivered a detailed Payment Schedule on 8 August 2023 rejecting these claims in total and deducting further liquidated damages from the monthly amount that would have been payable to Multiplex. On 18 August 2023 DBC was served with a Statement of Claim filed by MPX in the Supreme Court of Queensland. The claim seeks various declarations from the Court regarding extensions of time, relevant milestone dates, liquidated damages, variations and certain other matters, including potential sums payable, in connection with the contract and seeks various orders in relation to those matters. The Group understands that DBC intends to defend the proceedings. On 28 August 2023, DBC was issued with an adjudication application lodged by MPX with the Queensland Building and Construction Commission under the Building Industry Fairness (Security of Payment) Act 2017 (Qld). The application is seeking awards by the adjudicator for extensions of time, certification of stage completion, entitlements to liquidated damages and payment of certain amounts (comprising delay costs, set-offs, acceleration costs, variations and other amounts). The adjudication claim is separate to the Supreme Court proceedings. The Group understands that DBC is currently reviewing the adjudication application and that it intends to respond in accordance with the process in the relevant legislation. Other than those events disclosed in the Directors' Report or elsewhere in these financial statements, there have been no other significant events occurring after the balance sheet date and up to the date of this report, which may materially affect either the Group's operations or results of those operations or the Group's state of affairs. 71 71 113 THE STAR ENTERTAINMENT GROUP 2023 ANNUAL REPORT NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2023 D GROUP STRUCTURES D1 RELATED PARTY DISCLOSURES (i) PARENT ENTITY The ultimate parent entity within the Group is The Star Entertainment Group Limited. (ii) INVESTMENTS IN CONTROLLED ENTITIES The consolidated financial statements incorporate the assets, liabilities and results of the following controlled entities in accordance with the accounting policy described in note G. The financial years of all controlled entities are the same as that of the Company (unless stated otherwise below). Name of controlled entity PPaarreenntt eennttiittyy The Star Entertainment Group Limited CCoonnttrroolllleedd eennttiittiieess The Star Entertainment Sydney Holdings Limited The Star Pty Limited The Star Entertainment Pty Ltd The Star Entertainment Sydney Properties Pty Ltd The Star Entertainment Sydney Apartments Pty Ltd Star City Investments Pty Limited Star City Share Plan Company Pty Ltd The Star Entertainment QLD Limited The Star Entertainment QLD Custodian Pty Ltd The Star Entertainment Gold Coast Trust The Star Entertainment International No.1 Pty Ltd The Star Entertainment International No.2 Pty Ltd The Star Entertainment (Macau) Limited The Star Entertainment International No.3 Pty Ltd EEI Services (Hong Kong) Holdings Limited EEI Services (Hong Kong) Limited EEI C&C Services Pte Ltd The Star Entertainment RTO Pty Ltd The Star Entertainment Finance Limited Destination Cairns Consortium Pty Limited The Star Entertainment Technology Services Pty Ltd The Star Entertainment Training Company Pty Ltd The Star Entertainment Letting Pty Ltd The Star Entertainment Online Holdings Pty Ltd The Star Entertainment Online Pty Ltd The Star Entertainment Brisbane Holdings Pty Ltd The Star Entertainment Brisbane Operations Pty Ltd The Star Entertainment DBC Holdings Pty Ltd The Star Brisbane Car Park Holdings Pty Ltd The Star Entertainment Gold Coast Holdings Pty Ltd The Star Entertainment GC Investments Pty Ltd The Star Entertainment GC Investments No.1 Pty Ltd The Star Entertainment International No.5 Pty Ltd EEI Services Holdings No.1 Pty Ltd EEI Services Holdings No.2 Pty Ltd 72 114 NNoottee Country of incorporation Equity type Australia ordinary shares EEqquuiittyy iinntteerreesstt aatt 3300 JJuunnee 22002233 %% EEqquuiittyy iinntteerreesstt aatt 3300 JJuunnee 22002222 %% a b a b a a b a a c Australia Australia Australia Australia Australia Australia Australia Australia Australia Australia Australia Australia Macau Australia Hong Kong Hong Kong Singapore Australia Australia Australia Australia Australia Australia Australia Australia Australia Australia Australia Australia Australia Australia Australia Australia Australia Australia ordinary shares ordinary shares ordinary shares ordinary shares ordinary shares ordinary shares ordinary shares ordinary shares ordinary shares units ordinary shares ordinary shares ordinary shares ordinary shares ordinary shares ordinary shares ordinary shares ordinary shares ordinary shares ordinary shares ordinary shares ordinary shares ordinary shares ordinary shares ordinary shares ordinary shares ordinary shares ordinary shares ordinary shares ordinary shares ordinary shares ordinary shares ordinary shares ordinary shares ordinary shares 110000..00 110000..00 110000..00 110000..00 110000..00 110000..00 110000..00 110000..00 110000..00 110000..00 110000..00 110000..00 110000..00 110000..00 110000..00 110000..00 110000..00 110000..00 110000..00 110000..00 110000..00 110000..00 110000..00 110000..00 110000..00 110000..00 110000..00 110000..00 110000..00 110000..00 110000..00 110000..00 110000..00 110000..00 110000..00 100.0 100.0 100.0 100.0 100.0 100.0 100.0 100.0 100.0 100.0 100.0 100.0 100.0 100.0 100.0 100.0 100.0 100.0 100.0 100.0 100.0 100.0 100.0 100.0 100.0 100.0 100.0 100.0 100.0 100.0 100.0 100.0 100.0 100.0 100.0 72 THE STAR ENTERTAINMENT GROUP 2023 ANNUAL REPORT NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2023 Name of controlled entity EEI Services (Macau) Limited The Star Entertainment International Tourism Pty Ltd Destination Sydney Consortium Pty Limited The Star Entertainment Pyrmont Investments No.1 Pty Ltd The Star Entertainment GC No.1 Pty Ltd The Star Entertainment GC No.2 Pty Ltd The Star Entertainment Group Limited Employee Share Trust NNoottee Country of incorporation Equity type Macau Australia Australia Australia Australia Australia Australia ordinary shares ordinary shares ordinary shares ordinary shares ordinary shares ordinary shares units EEqquuiittyy iinntteerreesstt aatt 3300 JJuunnee 22002233 %% EEqquuiittyy iinntteerreesstt aatt 3300 JJuunnee 22002222 %% 110000..00 110000..00 110000..00 110000..00 110000..00 110000..00 00..00 100.0 100.0 100.0 100.0 100.0 100.0 0.0 a b c These companies entered into a deed of cross guarantee with The Star Entertainment Sydney Holdings Limited on 31 May 2011, and as such are members of the closed group as defined in Australian Securities and Investments Commission Instrument 2016/785 (refer to note D3). These companies have provided a charge over their assets and undertakings as explained in note E1. This company's financial year end is 31 December. (iii) TRANSACTIONS WITH CONTROLLED ENTITIES TThhee SSttaarr EEnntteerrttaaiinnmmeenntt GGrroouupp LLiimmiitteedd During the period, the Company entered into the following transactions with controlled entities:  loans of $344.7 million were advanced by controlled entities (2022: were repaid by controlled entities $49.5 million); and  income tax and GST paid on behalf of controlled entities was $144.9 million (2022: $133.7 million). The amount receivable by the Company from controlled entities at year end is $1,052.2 million (2022: $707.5 million). All the transactions were undertaken on normal commercial terms and conditions. (iv) TRANSACTIONS WITH OTHER RELATED PARTIES OOtthheerr ttrraannssaaccttiioonnss During the period, in addition to equity contributions (refer to note D5), the Group entered into the following transactions with related parties:  Amount recharged to Destination Brisbane Consortium was $13.1 million (2022: nil) in relation to pre-opening costs and reimbursement for asset purchases. There was no outstanding amount at 30 June 2023;  Amount recharged to Destination Gold Coast Consortium Pty Ltd was $10.8 million (2022: $14.3 million) in relation to labour supply and building management services provided to the Dorsett Hotel. There was no outstanding balance at 30 June 2023 (2022: nil); and  Amount paid to Destination Gold Coast Consortium Pty Ltd was $15.9 million (2022: $10.7 million) relating to development of Towers 1 and 2. 73 73 115 THE STAR ENTERTAINMENT GROUP 2023 ANNUAL REPORT NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2023 D2 PARENT ENTITY DISCLOSURES The Star Entertainment Group Limited, the parent entity of the Group, was incorporated on 2 March 2011. RReessuulltt ooff tthhee ppaarreenntt eennttiittyy Loss for the year a TToottaall ccoommpprreehheennssiivvee lloossss ffoorr tthhee yyeeaarr b 22002233 $$mm (2,304.5) (2,304.5) 22002222 $$mm (0.2) (0.2) a b The investments into Sydney and Queensland were impaired $1,777.9 million (2022: nil) as a result of the decrease in valuation of the respective cash generating units (refer to note B6). No final dividend was declared, in accordance with the conditions of debt covenant waivers which restrict further cash dividends from being paid until the Group’s gearing, which represents the ratio of net debt to 12 month trailing statutory EBITDA, is below 2.5 times, the Group returns to suitability and all of the Group's casino licences are in full force and effect (refer to note A6). FFiinnaanncciiaall ppoossiittiioonn ooff tthhee ppaarreenntt eennttiittyy Current assets Non current assets TToottaall aasssseettss Current liabilities Non current liabilities TToottaall lliiaabbiilliittiieess NNeett aasssseettss TToottaall eeqquuiittyy ooff tthhee ppaarreenntt eennttiittyy Issued capital Retained earnings Loss reserve FY23 Shared based payments benefits reserve TToottaall eeqquuiittyy 22,,117788..22 772211..55 22,,889999..77 7744..77 11,,005544..00 11,,112288..77 11,,777711..00 33,,995566..44 111100..66 ((22,,330044..55)) 88..55 11,,777711..00 1,783.0 2,593.5 4,376.5 45.6 1,032.2 1,077.8 3,298.7 3,177.8 110.6 - 10.3 3,298.7 CONTINGENT LIABILITIES CCllaassss AAccttiioonn On 30 March 2022, 7 November 2022 and 3 and 6 February 2023, the Company was served by Slater & Gordon, Maurice Blackburn, Phi Finney McDonald and Shine Lawyers respectively with separate statements of claim for securities class actions in the Supreme Court of Victoria. The claims are substantially similar and allege the Group failed to comply with continuous disclosure requirements and engaged in misleading or deceptive conduct between 2016 and 2022 through various alleged disclosures or nondisclosures about its systems, controls, operations and regulatory risks. The allegations reference the Bell review and previous media reporting. On 27 and 28 June 2023, the Court heard carriage and costs order applications from each of the four plaintiff law firms. Judgment has been reserved in relation to which plaintiff firm will have carriage of the proceedings and the terms of any relevant group costs order. The Company intends to defend the proceedings. The outcome and any potential financial impacts are unknown, including the extent to which any costs might be covered by the Group’s insurance policies. 74 116 74 THE STAR ENTERTAINMENT GROUP 2023 ANNUAL REPORT NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2023 GGSSTT AAmmeennddeedd AAsssseessssmmeennttss On 11 August 2021 the Group received amended assessments from the Australian Taxation Office (AATTOO) in respect of a dispute for the period October 2013 to August 2017 (inclusive) in relation to the GST treatment of rebates paid to junket operators for The Star Pty Limited. The amount in dispute for this period is approximately $143.8 million (primary tax of $81.9 million and interest of $61.9 million). In FY22 the Group paid $40.9 million as a deposit to the ATO on a no-admissions basis. The deposit is held as a current asset on the balance sheet. On 6 September 2021 the Group filed an application for judicial review with the Federal Court in relation to the interest assessment and on 5 October 2021 lodged an objection against the primary assessments with the ATO. The matter has been adjourned until the outcome of the objections, which is yet to be decided. The Group considers that it has paid the correct amount of tax and will pursue all available avenues of objection. The Parent has no other contingent liabilities at 30 June 2023. CAPITAL EXPENDITURE The parent entity does not have any capital expenditure commitments for the acquisition of property, plant and equipment contracted but not provided for at 30 June 2023 (2022: nil). GUARANTEES The Star Entertainment Group Limited has guaranteed the liabilities of The Star Entertainment Finance Limited, The Star Entertainment International No.3 Pty Ltd and the customer loans for EEI Services (Hong Kong) Limited1. As at 30 June 2023, the carrying amount included in current liabilities at 30 June 2023 of $12.0 million (2022: $12.0 million), and the maximum amount of these guarantees was $58.8 million (2022: $68.1 million) (refer to note E1). The Company has also undertaken to support its controlled entities when necessary to enable them to pay their debts as and when they fall due. 1 The EEI Services (Hong Kong) Limited office has been closed. The guarantee amount will remain until the process for dealing with outstanding customer loans has completed. ACCOUNTING POLICY FOR INVESTMENTS IN CONTROLLED ENTITIES All investments are initially recognised at cost, being the fair value of the consideration given. Subsequently, investments are carried at cost less any impairment losses. 75 75 117 THE STAR ENTERTAINMENT GROUP 2023 ANNUAL REPORT NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2023 D3 DEED OF CROSS GUARANTEE The Star Entertainment Sydney Holdings Limited, The Star Pty Limited, The Star Entertainment Pty Ltd, The Star Entertainment Sydney Properties Pty Ltd, The Star Entertainment Sydney Apartments Pty Ltd and Star City Investments Pty Limited are parties to a deed of cross guarantee under which each company guarantees the debts of the others. By entering into the deed, the wholly-owned entities have been relieved from the requirements to prepare a Financial Report and Directors Report under Instrument 2016/785 issued by the Australian Securities and Investments Commission. CCoonnssoolliiddaatteedd iinnccoommee ssttaatteemmeenntt aanndd ssuummmmaarryy ooff mmoovveemmeennttss iinn ccoonnssoolliiddaatteedd eeaarrnniinnggss The above companies represent a 'closed group' for the purposes of the Class Order, and as there are no other parties to the deed of cross guarantee that are controlled by The Star Entertainment Sydney Holdings Limited, they also represent the 'extended closed group'. Set out below is a consolidated income statement and a summary of movements in consolidated retained earnings for the year ended 30 June 2023 of the closed group. CCoonnssoolliiddaatteedd iinnccoommee ssttaatteemmeenntt Revenue Other income Government taxes and levies Employment costs Depreciation, amortisation and impairment Cost of sales Property costs Advertising and promotions Regulatory and legal costs Other expenses LLoossss bbeeffoorree iinntteerreesstt aanndd ttaaxx ((LLBBIITT)) Net finance costs LLoossss bbeeffoorree iinnccoommee ttaaxx ((LLBBTT)) Income tax benefit NNeett lloossss aafftteerr ttaaxx ((NNLLAATT)) TToottaall ccoommpprreehheennssiivvee lloossss ffoorr tthhee ppeerriioodd SSuummmmaarryy ooff mmoovveemmeennttss iinn ccoonnssoolliiddaatteedd rreettaaiinneedd eeaarrnniinnggss Accumulated profit at the beginning of the financial year Loss for the year 22002233 $$mm 998822..66 00..11 ((227711..33)) ((229922..00)) ((777722..22)) ((4422..33)) ((4400..44)) ((3344..00)) ((337733..44)) ((6666..55)) ((990099..44)) ((00..33)) ((990099..77)) 112277..11 ((778822..66)) ((778822..66)) 4499..11 ((778822..66)) 22002222 $$mm 775.8 0.2 (219.2) (223.9) (91.2) (33.4) (32.0) (30.3) - (228.3) (82.3) (5.1) (87.4) 25.1 (62.3) (62.3) 111.4 (62.3) AAccccuummuullaatteedd pprrooffiitt aatt tthhee eenndd ooff tthhee ffiinnaanncciiaall yyeeaarr CCoonnssoolliiddaatteedd bbaallaannccee sshheeeett Set out below is a consolidated balance sheet as at 30 June 2023 of the closed group consisting of The Star Entertainment Sydney Holdings Limited, The Star Pty Limited, The Star Entertainment Pty Ltd, The Star Entertainment Sydney Properties Pty Limited, The Star Entertainment Sydney Apartments Pty Limited, and Star City Investments Pty Limited. ((773333..55)) 49.1 76 118 76 THE STAR ENTERTAINMENT GROUP 2023 ANNUAL REPORT NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2023 CCoonnssoolliiddaatteedd bbaallaannccee sshheeeett AASSSSEETTSS Cash assets Trade and other receivables Inventories Other TToottaall ccuurrrreenntt aasssseettss Property, plant and equipment Intangible assets Other assets Deferred tax asset TToottaall nnoonn ccuurrrreenntt aasssseettss TTOOTTAALL AASSSSEETTSS LLIIAABBIILLIITTIIEESS Trade and other payables Interest bearing liabilities Provisions Other liabilities TToottaall ccuurrrreenntt lliiaabbiilliittiieess Deferred tax liabilities Interest bearing liabilities Provisions Other liabilities TToottaall nnoonn ccuurrrreenntt lliiaabbiilliittiieess TTOOTTAALL LLIIAABBIILLIITTIIEESS NNEETT AASSSSEETTSS EEQQUUIITTYY Issued Capital Retained Earnings TTOOTTAALL EEQQUUIITTYY D4 KEY MANAGEMENT PERSONNEL DISCLOSURES Compensation of Key Management Personnel Short term Long term Share based payments Termination benefits TToottaall ccoommppeennssaattiioonn 22002233 $$mm 3377..99 1111..99 66..55 1122..00 6688..33 990099..77 111166..22 33..33 111177..33 11,,114466..55 11,,221144..88 448833..44 11..00 330077..88 99..88 880022..00 -- 22..11 22..77 11..66 66..44 880088..44 440066..44 11,,113399..99 ((773333..55)) 440066..44 22002233 $$000000 44,,885533 223399 ((6600)) 880077 55,,883399 22002222 $$mm 39.5 14.8 7.0 12.4 73.7 1,470.0 262.6 4.2 - 1,736.8 1,810.5 508.6 0.9 52.3 11.5 573.3 42.4 3.0 2.8 - 48.2 621.5 1,189.0 1,139.9 49.1 1,189.0 22002222 $$000000 6,275 285 (2,466) 3,794 7,888 The above reflects the compensation for individuals who are Key Management Personnel of the Group. The note should be read in conjunction with the Remuneration Report. 77 77 119 THE STAR ENTERTAINMENT GROUP 2023 ANNUAL REPORT NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2023 D5 INVESTMENT IN ASSOCIATE AND JOINT VENTURE ENTITIES Set out below are the investments of the Group as at 30 June 2023. The entities listed below have share capital consisting solely of ordinary shares, which are held by the Group. The country of incorporation is also their principal place of business, and the proportion of ownership interest is the same as the proportion of voting rights held. All investments listed below are measured using the equity accounting method. 22002233 NNaammee ooff eennttiittyy CCoouunnttrryy ooff iinnccoorrppoorraattiioonn %% ooff oowwnneerrsshhiipp NNaattuurree ooff oowwnneerrsshhiipp SShhaarree ooff ((lloossss))//pprrooffiitt $$mm CCaarrrryyiinngg aammoouunntt $$mm MMaatteerriiaall Destination Brisbane Consortium Integrated Resort Holdings Pty Ltd (i) Destination Gold Coast Investments Pty Ltd (ii) Destination Gold Coast Consortium Pty Ltd (iii) Australia Australia Australia NNoonn mmaatteerriiaall Australia Festival Car Park Pty Ltd Destination Sydney Consortium Investments Pty Ltd Australia TToottaall eeqquuiittyy aaccccoouunntteedd iinnvveessttmmeennttss 50 50 33.3 50 50 Associate Joint venture Joint venture Joint venture Joint venture ((33..33)) 00..66 66..77 553355..33 3366..77 7766..44 00..55 00..99 55..44 1144..88 66..00 666699..22 For those investments considered material to the Group, further information is provided below: (i) DESTINATION BRISBANE CONSORTIUM INTEGRATED RESORT HOLDINGS PTY LTD The Group has partnered with Hong Kong-based organisations Chow Tai Fook Enterprises Limited (CTF) and Far East Consortium International Limited (FEC) to form Destination Brisbane Consortium (DDBBCC) for the Queen’s Wharf Brisbane Project. The parties have formed two vehicles (the Integrated Resort Joint Venture and the Residential Joint Venture), which together are responsible for completing the Queen’s Wharf Brisbane project. Consistent with the ownership structure, the Group will contribute 50% of the capital to the development of the entertainment and leisure destination and act as the casino operator under a long dated casino management agreement. CTF and FEC will each contribute 25% of the capital to the development of the entertainment and leisure destination. The Group's interest is accounted for using the equity method. CTF and FEC will each contribute 50% of the capital to undertake the residential and related components of the broader Queen’s Wharf Brisbane development. The Group is not a party to the residential apartments development joint venture. The entertainment and leisure destination is anticipated to open from April 2024. Total project costs for DBC's development of the entertainment and leisure destination are expected to be up ~10% on prior guidance of $2.6 billion. The majority of these cost over-runs are to be funded via additional equity contributions in proportion with the existing joint venture interests. CCoommmmiittmmeennttss aanndd ccoonnttiinnggeenntt lliiaabbiilliittiieess DBC has current capital commitments of approximately $690.5 million (2022: $883.8 million) to fund the construction of the entertainment and leisure destination, which is expected to open from April 2024 (subject to various approvals). On 14 February 2018, Destination Brisbane Consortium Integrated Resort Operations Pty Ltd as trustee for the Destination Brisbane Consortium Integrated Resort Operating Trust (‘Operating Trust’) entered into a $200 million performance guarantee facility with Australia and New Zealand Banking Group Limited as Lender. This facility guarantee is in favour of the State of Queensland and provided to secure due performance as developer under the Development Agreement – Queen’s Wharf Brisbane. The parent entities of the unitholders of the Trust guarantee on a several basis the Trust’s performance under the facility. On 8 July 2020, $125 million of the $200 million performance guarantee was returned from the State of Queensland and subsequently cancelled by Australia and New Zealand Banking Group Limited. 78 120 78 THE STAR ENTERTAINMENT GROUP 2023 ANNUAL REPORT NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2023 DDiissppuuttee wwiitthh PPrroobbuuiilldd DBC are in the process of finalising a statement of claim to be filed in the Supreme Court of Queensland. DBC seeks recovery of certain mitigation costs (~$27m) which it alleges arise from Probuild’s breach of contract, negligence and breach of the Australian Consumer Law. DDiissppuuttee wwiitthh MMuullttiipplleexx Multiplex (MMPPXX) is the principal contractor on the Queen’s Wharf Brisbane Integrated Resort Development project. Since early 2022 MPX has submitted a number of claims to DBC seeking damages and extensions of time and makes various allegations against DBC and the principal’s representative. DBC claims that it is entitled to liquidated damages from MPX due to its failure to meet contractual completion dates and commenced deducting liquidated damages from MPX in July 2023. On 18 May 2023, MPX issued a Formal Dispute notice to DBC. MPX also included in its July 2023 progress claim, significant claims for delay costs and acceleration costs and for repayment of liquidated damages deducted. These claims have been reviewed and rejected by the Principal's Representative during the course of the contract. DBC delivered a detailed Payment Schedule on 8 August 2023 rejecting these claims in total and deducting further liquidated damages from the monthly amount that would have been payable to Multiplex. On 18 August 2023 DBC was served with a Statement of Claim filed by MPX in the Supreme Court of Queensland. The claim seeks various declarations from the Court regarding extensions of time, relevant milestone dates, liquidated damages, variations and certain other matters, including potential sums payable, in connection with the contract and seeks various orders in relation to those matters. The Group understands that DBC intends to defend the proceedings. On 28 August 2023, DBC was issued with an adjudication application lodged by MPX with the Queensland Building and Construction Commission under the Building Industry Fairness (Security of Payment) Act 2017 (Qld). The application is seeking awards by the adjudicator for extensions of time, certification of stage completion, entitlements to liquidated damages and payment of certain amounts (comprising delay costs, set-offs, acceleration costs, variations and other amounts). The adjudication claim is separate to the Supreme Court proceedings. The Group understands that DBC is currently reviewing the adjudication application and that it intends to respond in accordance with the process in the relevant legislation. SSuummmmaarriisseedd ffiinnaanncciiaall iinnffoorrmmaattiioonn The financial statements of the associate is prepared for the same reporting period as the Group and follow the same accounting policies of the Group. BBaallaannccee sshheeeett Cash and cash equivalents Total current assets excluding cash and cash equivalents Total non current assets Total current liabilities Total non current liabilities NNeett aasssseettss RReeccoonncciilliiaattiioonn ttoo iinnvveessttmmeenntt ccaarrrryyiinngg aammoouunntt:: Carrying amount at the beginning of the year Share of loss for the period CCaarrrryyiinngg aammoouunntt aatt tthhee eenndd ooff tthhee yyeeaarr IInnccoommee ssttaatteemmeenntt Interest revenue Depreciation and amortisation expense Operating expenses LLoossss bbeeffoorree ttaaxx Income tax benefit LLoossss ffoorr tthhee yyeeaarr ((ccoonnttiinnuuiinngg ooppeerraattiioonnss)) TToottaall ccoommpprreehheennssiivvee lloossss ffoorr tthhee yyeeaarr ((ccoonnttiinnuuiinngg ooppeerraattiioonnss)) GGrroouupp''ss sshhaarree ooff lloossss ffoorr tthhee yyeeaarr 22002233 $$mm 22002222 $$mm 9999..77 4488..00 22,,337711..88 ((110099..88)) ((11,,225599..11)) 156.7 19.3 1,946.9 (107.8) (846.3) 11,,115500..66 1,168.8 553388..66 ((33..33)) 553355..33 -- ((22..00)) ((44..55)) ((66..55)) -- ((66..55)) ((66..55)) ((33..33)) 543.9 (5.3) 538.6 0.2 (2.2) (8.6) (10.6) - (10.6) (10.6) (5.3) 79 79 121 THE STAR ENTERTAINMENT GROUP 2023 ANNUAL REPORT NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2023 (ii) DESTINATION GOLD COAST INVESTMENTS PTY LTD On 20 October 2016, a 50% interest was acquired in Destination Gold Coast Investments Pty Ltd (DGCI). DGCI is a joint venture with CTF and FEC involved in the operation of the Sheraton Grand Mirage Resort, Gold Coast. The Group's interest is accounted for using the equity method The Securityholders’ Deed for Destination Gold Coast Investments Pty Ltd requires unanimous consent for each Board resolution. Due to the unanimous requirement for decisions, each party has joint control of the entity. The entity is designed to exist on its own and the Deed does not grant the rights to assets and liabilities directly to the Group. The investment has therefore been classified as a joint venture. CCoommmmiittmmeennttss aanndd ccoonnttiinnggeenntt lliiaabbiilliittiieess The joint venture had no capital commitments as at 30 June 2023 (2022: nil). There were no other contingent liabilities. SSuummmmaarriisseedd ffiinnaanncciiaall iinnffoorrmmaattiioonn The financial statements of the joint venture are prepared for the same reporting period as the Group and follow the same accounting policies of the Group. BBaallaannccee sshheeeett Cash and cash equivalents Total current assets excluding cash and cash equivalents Total non current assets Total current liabilities Total non current liabilities - financial liabilities Other non current liabilities NNeett aasssseettss RReeccoonncciilliiaattiioonn ttoo iinnvveessttmmeenntt ccaarrrryyiinngg aammoouunntt:: Carrying amount at the beginning of the year Share of profit for the period CCaarrrryyiinngg aammoouunntt aatt tthhee eenndd ooff tthhee yyeeaarr IInnccoommee ssttaatteemmeenntt Revenue Interest expense Depreciation and impairment expense Operating expenses PPrrooffiitt bbeeffoorree ttaaxx Income tax expense PPrrooffiitt ffoorr tthhee yyeeaarr ((ccoonnttiinnuuiinngg ooppeerraattiioonnss)) TToottaall ccoommpprreehheennssiivvee pprrooffiitt ffoorr tthhee yyeeaarr ((ccoonnttiinnuuiinngg ooppeerraattiioonnss)) GGrroouupp''ss sshhaarree ooff pprrooffiitt ffoorr tthhee yyeeaarr 80 122 22002233 $$mm 88..99 114477..99 -- ((7722..33)) -- ((1111..11)) 7733..44 3366..11 00..66 3366..77 5566..77 ((33..11)) ((22..55)) ((4499..11)) 22..00 ((00..66)) 11..44 11..44 00..66 22002222 $$mm 13.7 1.7 148.0 (10.3) (67.5) (13.5) 72.1 35.9 0.2 36.1 44.2 (1.4) (3.6) (38.7) 0.5 (0.1) 0.4 0.4 0.2 80 THE STAR ENTERTAINMENT GROUP 2023 ANNUAL REPORT NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2023 (iii) DESTINATION GOLD COAST CONSORTIUM PTY LTD On 22 November 2016, a 33.3% interest was acquired in Destination Gold Coast Consortium Pty Ltd (DDGGCCCC). DGCC is a joint venture with CTF and FEC for the purpose of constructing a new residential and hotel tower in Gold Coast. The Group's interest is accounted for using the equity method. CCoommmmiittmmeennttss aanndd ccoonnttiinnggeenntt lliiaabbiilliittiieess DGCC has current capital commitments of $102.4 million (2022: $120.1 million) in relation to Tower 2. DGCC is seeking project level debt facilities for the remainder of the Tower 2 construction costs. Until such time as a facility is secured, committed spend is to be funded by equity contributions. There were no other contingent liabilities. SSuummmmaarriisseedd ffiinnaanncciiaall iinnffoorrmmaattiioonn The financial statements of the joint venture are prepared for the same reporting period as the Group and follow the same accounting polices of the Group. BBaallaannccee sshheeeett Cash and cash equivalents Total current assets excluding cash and cash equivalents Total non current assets Total current liabilities Total non current liabilities NNeett aasssseettss RReeccoonncciilliiaattiioonn ttoo iinnvveessttmmeenntt ccaarrrryyiinngg aammoouunnttss:: Carrying amount at the beginning of the year Share of profit for the period Share of equity contributions for the Group Distributions received Other CCaarrrryyiinngg aammoouunntt aatt tthhee eenndd ooff tthhee yyeeaarr IInnccoommee ssttaatteemmeenntt Revenue and other income Operating expenses Depreciation and amortisation expense Finance costs PPrrooffiitt bbeeffoorree ttaaxx Income tax expense PPrrooffiitt ffoorr tthhee yyeeaarr ((ccoonnttiinnuuiinngg ooppeerraattiioonnss)) TToottaall ccoommpprreehheennssiivvee pprrooffiitt ffoorr tthhee yyeeaarr ((ccoonnttiinnuuiinngg ooppeerraattiioonnss)) 22002233 $$mm 4488..66 8855..44 447733..33 ((110022..99)) ((224422..22)) 226622..22 7733..66 55..55 1177..99 ((2211..88)) 11..22 7766..44 111177..44 (92.1) ((55..33)) ((33..55)) 1166..55 -- 1166..55 1166..55 22002222 $$mm 35.8 165.1 328.2 (173.2) (98.4) 257.5 30.4 19.8 19.6 - 3.8 73.6 285.4 (221.2) (2.7) (2.1) 59.4 - 59.4 59.4 GGrroouupp''ss sshhaarree ooff pprrooffiitt ffoorr tthhee yyeeaarr SSiiggnniiffiiccaanntt aaccccoouunnttiinngg ppoolliicciieess The following accounting policy is unique to DGCC's accounting within the Group. AAppaarrttmmeenntt ssaalleess rreevveennuuee Revenue in respect of the development project is recognised upon fulfillment of all performance obligations on a contract. The revenue is measured at the transaction price agreed under the contract. Payment is received on actual settlement of individual units when risk and benefits of ownership are transferred to the customer. 55..55 19.8 81 81 123 THE STAR ENTERTAINMENT GROUP 2023 ANNUAL REPORT NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2023 RISK MANAGEMENT E E1 FINANCIAL RISK MANAGEMENT OBJECTIVES AND POLICIES The Group's principal financial instruments, other than derivatives, comprise cash, short-term deposits, Australian denominated bank loans, and foreign currency denominated notes. The main purpose of these financial instruments is to provide funding for the Group's operations. The Group has various other financial assets and liabilities such as trade receivables and trade payables, which arise directly from its operations. Derivative transactions are also entered into by the Group, being interest rate swaps, cross currency swaps and forward currency contracts, the purpose being to manage interest rate and currency risks arising from the Group's operations and sources of finance. The Group's risk management policy is carried out by the Group Treasury function under the Group Treasury Policy approved by the Board. Group Treasury reports regularly to the Board on the Group's risk management activities and compliance with policies. It is, and has been throughout the period under review, the Group's policy that no speculative trading in financial instruments shall be undertaken. The main risks arising from the Group's financial instruments are interest rate risk, foreign currency risk, credit risk and liquidity risk. Details of significant accounting policies and methods adopted, including criteria for recognition, the basis of measurement and the basis on which income and expenses are recognised, in respect of each class of financial asset, financial liability and equity instrument, are disclosed in note G. IInntteerreesstt rraattee rriisskk The Group manages interest rate risk by using a floating versus fixed rate debt framework. The relative mix of fixed and floating interest rate exposure is managed through the issuance of both fixed rate and floating rate debt and by using interest rate swap contracts. The Group manages its cash flow interest rate risk by using floating-to-fixed interest rate swap contracts. FFoorreeiiggnn ccuurrrreennccyy rriisskk As a result of issuing private placement notes denominated in US Dollars (UUSSDD), the Group's balance sheet can be affected by movements in the USD/AUD exchange rate. In order to manage this exposure, the Group has entered into cross currency swaps to fix the exchange rate on the notes until maturity. The Group agrees to exchange a fixed USD amount for an agreed Australian Dollar (AAUUDD) amount with swap counterparties, and re-exchange this again at maturity. These swaps are designated to hedge the USD principal and interest obligations under the private placement notes. CCrreeddiitt rriisskk Credit risk on financial assets which have been recognised on the balance sheet, is the carrying amount less any allowance for non recovery. The Group minimises credit risk via adherence to a strict credit risk management policy. Collateral is not held as security. CCuussttoommeerr ccrreeddiitt rriisskk Credit risk in trade receivables is managed in the following ways:  The provision of cheque cashing facilities for casino gaming patrons is subject to detailed policies and procedures designed to minimise any potential loss, including the use of a central credit agency which collates information from the major casinos around the world; and  The provision of non gaming credit is covered by a risk assessment process for customers using the Credit Reference Association of Australia, bank opinions and trade references. Receivable balances are monitored on an ongoing basis with the result that the Group's exposure to bad debts is carefully managed and controlled. FFiinnaanncciiaall iinnssttiittuuttiioonn ccrreeddiitt rriisskk Credit risk arising from other financial assets of the Group, which comprise cash, cash equivalents and derivative contracts, is reduced by transacting with relationship banks that have acceptable credit ratings, as determined by a recognised ratings agency. Cash investments, derivative financial instruments, bank guarantees, and other contingent instruments create credit risk in relation to the relevant counterparties, which are principally large relationship banks. As such, there is a low level of credit risk. The maximum counterparty credit exposure on forward currency and cross currency swaps is the fair value amount that the Group receives when settlement occurs, should the counterparty fail to pay the amount which it has committed to pay the Group. The credit risk on interest rate hedges is limited to the positive mark to market amount to be received from counterparties over the life of contracts that are favourable to the Group. The Group's maximum credit risk exposure in respect of interest rate swap contracts, cross currency swap contracts and forward currency contracts is detailed in note E2. 82 82 124 THE STAR ENTERTAINMENT GROUP 2023 ANNUAL REPORT NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2023 CCrreeddiitt rriisskk iinncclluuddeess lliiaabbiilliittiieess uunnddeerr ffiinnaanncciiaall gguuaarraanntteeeess For financial guarantee contract liabilities, the fair value at initial recognition is determined using a probability weighted discounted cash flow approach. The fair value of financial guarantee contract liabilities has been assessed as nil (2022: nil), as the possibility of an outflow occurring is considered remote. Details of the financial guarantee contracts in the balance sheet are outlined below. FFiixxeedd aanndd ffllooaattiinngg cchhaarrggeess The controlled entities denoted (b) in note D1 have provided the NICC with a fixed and floating charge over all of the assets and undertakings of each company to secure payment of all monies and the performance of all obligations which they have to the NICC. GGuuaarraanntteeeess aanndd iinnddeemmnniittiieess The controlled entities denoted (b) in note D1 have entered into a guarantee and indemnity agreement in favour of ILGA whereby all parties to the agreement are jointly and severally liable for the performance of the obligations and liabilities of each company participating in the agreement with respect to agreements entered into and guarantees given. The Star Entertainment Group Limited has guaranteed the liabilities of The Star Entertainment Finance Limited, The Star Entertainment International No.3 Pty Ltd and the customer loans for EEI Services (Hong Kong) Limited. As at 30 June 2023, the carrying amount included in current liabilities was $12.0 million (2022: $12.0 million), and the maximum amount of these guarantees was $58.8 million (2022: $68.1 million). LLiiqquuiiddiittyy rriisskk Liquidity risk arises from the financial liabilities of the Group and the Group's subsequent ability to meet its obligations to repay its financial liabilities as and when they fall due. The Group manages liquidity risk through maintaining sufficient cash and adequate amount of undrawn committed credit facilities to be held above the forecast requirements of the business. The Group manages liquidity risk centrally by monitoring cash flow forecasts and maintaining adequate cash reserves and debt facilities. The debt portfolio is periodically reviewed to ensure there is funding flexibility across an appropriate maturity profile. Refer to notes B8 and E2 for maturity of financial liabilities. The contractual timing of cash flows on derivatives and non-derivative financial assets and liabilities at the reporting date, including drawn borrowings and estimated interest, are set out in the tables below: (i) NON-DERIVATIVE FINANCIAL INSTRUMENTS FFiinnaanncciiaall aasssseettss Cash assets Short term deposits Trade and other receivables FFiinnaanncciiaall lliiaabbiilliittiieess Trade and other payables Bank loans - unsecured Lease liabilities Private placement - US dollar << 11 yyeeaarr $$mm 2023 11 -- 55 yyeeaarrss $$mm >> 55 yyeeaarrss $$mm << 11 yyeeaarr $$mm 2022 11 -- 55 yyeeaarrss $$mm >> 55 yyeeaarrss $$mm 7799..22 99..55 2200..88 110099..55 118822..00 2266..11 88..88 3377..66 225544..55 -- -- -- -- -- 336688..77 2299..22 440099..00 880066..99 -- -- -- -- -- -- 6699..66 6622..33 113311..99 82.0 - 18.0 100.0 202.9 28.6 9.3 24.8 265.6 - - - - - 738.7 33.2 157.4 929.3 - - - - - - 74.4 469.8 544.2 NNeett oouuttffllooww ((114455..00)) ((880066..99)) ((113311..99)) (165.6) (929.3) (544.2) 83 83 125 THE STAR ENTERTAINMENT GROUP 2023 ANNUAL REPORT NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2023 (ii) DERIVATIVE FINANCIAL INSTRUMENTS FFiinnaanncciiaall aasssseettss Interest rate swaps - receive AUD floating Cross currency swaps - receive USD fixed FFiinnaanncciiaall lliiaabbiilliittiieess Interest rate swaps - pay AUD fixed Cross currency swaps - pay AUD floating Cross currency swaps - pay AUD fixed NNeett ((oouuttffllooww))//iinnffllooww << 11 yyeeaarr $$mm 2023 11 -- 55 yyeeaarrss $$mm >> 55 yyeeaarrss $$mm << 11 yyeeaarr $$mm 2022 11 -- 55 yyeeaarrss $$mm >> 55 yyeeaarrss $$mm 44..22 1144..99 1199..11 11..55 44..88 1133..11 1199..44 ((00..33)) 11..88 333399..55 334411..33 11..00 7766..44 222266..33 330033..77 3377..66 -- 6611..44 6611..44 -- -- 5566..22 5566..22 55..22 2.8 24.8 27.6 2.6 11.5 19.0 33.1 2.5 157.4 159.9 2.5 103.3 76.1 181.9 - 469.8 469.8 - 146.3 324.7 471.0 (5.5) (22.0) (1.2) For floating rate instruments, the amount disclosed is determined by reference to the interest rate at the last repricing date. For foreign currency receipts and payments, the amount disclosed is determined by reference to the AUD/USD rate at balance sheet date. (iii) FINANCIAL INSTRUMENTS - SENSITIVITY ANALYSIS IInntteerreesstt rraatteess -- AAUUDD aanndd UUSSDD The following sensitivity analysis is based on interest rate risk exposures in existence at year end. At 30 June, if interest rates had moved, as illustrated in the table below, with all other variables held constant, post tax profit and other comprehensive income would have been affected as follows: 22002233 AAUUDD + 0.5% (50 basis points) - 0.5% (50 basis points) UUSSDD + 0.5% (50 basis points) - 0.5% (50 basis points) 2022 AAUUDD + 0.5% (50 basis points) - 0.5% (50 basis points) UUSSDD + 0.5% (50 basis points) - 0.5% (50 basis points) 84 126 NNeett pprrooffiitt aafftteerr ttaaxx hhiigghheerr//((lloowweerr)) $$mm OOtthheerr ccoommpprreehheennssiivvee iinnccoommee hhiigghheerr//((lloowweerr)) $$mm ((22..00)) 22..00 -- -- (2.5) 2.5 - - 55..22 ((55..33)) ((66..22)) 66..33 21.0 1.8 25.9 (2.5) 84 THE STAR ENTERTAINMENT GROUP 2023 ANNUAL REPORT NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2023 The movements in profit are due to higher/lower interest costs from variable rate debt and investments. The movement in other comprehensive income is due to an increase/decrease in the fair value of financial instruments designated as cash flow hedges. The numbers derived in the sensitivity analysis are indicative only. Significant assumptions used in the interest rate sensitivity analysis include:  reasonably possible movements in interest rates were determined based on the Group's current credit rating and mix of debt; and  price sensitivity of derivatives is based on a reasonably possible movement of spot rates at the balance sheet dates. FFoorreeiiggnn EExxcchhaannggee The following sensitivity analysis is based on foreign currency risk exposures in existence at the balance sheet date. At 30 June, had the AUD moved, as illustrated in the table below, with all other variables held constant, post tax profit and other comprehensive income would have been affected as follows: Judgements of reasonably possible movements: NNeett pprrooffiitt aafftteerr ttaaxx hhiigghheerr//((lloowweerr)) OOtthheerr ccoommpprreehheennssiivvee iinnccoommee hhiigghheerr//((lloowweerr)) NNeett pprrooffiitt aafftteerr ttaaxx hhiigghheerr//((lloowweerr)) OOtthheerr ccoommpprreehheennssiivvee iinnccoommee hhiigghheerr//((lloowweerr)) 2023 $m 11..11 ((11..66)) 2023 $m ((00..88)) 11..11 2022 $m (0.3) 0.4 2022 $m 7.8 16.5 AUD/USD + 10 cents AUD/USD - 10 cents The movement in other comprehensive income is due to an increase/decrease in the fair value of financial instruments designated as cash flow hedges. Management believes the balance sheet date risk exposures are representative of the risk exposure inherent in the financial instruments. The numbers derived in the sensitivity analysis are indicative only. Significant assumptions used in the foreign currency exposure sensitivity analysis include:  reasonably possible movements in foreign exchange rates were determined based on a review of the last two years' historical movements and economic forecaster's expectations;  the reasonably possible movement of 10 cents was calculated by taking the USD spot rate as at balance sheet date, moving this spot rate by 10 cents and then re-converting the USD into AUD with the 'new spot-rate'. This methodology reflects the translation methodology undertaken by the Group; and  price sensitivity of derivatives is based on a reasonably possible movement of spot rates at the balance sheet dates. 85 85 127 THE STAR ENTERTAINMENT GROUP 2023 ANNUAL REPORT NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2023 E2 ADDITIONAL FINANCIAL INSTRUMENTS DISCLOSURES (i) FAIR VALUES The fair value of the Group's financial assets and financial liabilities approximates their carrying value as at the balance sheet date. There are various methods available in estimating the fair value of a financial instrument. The methods comprise: Level 1 the fair value is calculated using quoted prices in active markets. the fair value is estimated using inputs other than quoted prices included in Level 1 that are observable for the asset or liability, either directly (as prices) or indirectly (derived from prices). the fair value is estimated using inputs for the asset or liability that are not based on observable market data. Level 2 Level 3 All of the Group's derivative financial instruments are valued using the Level 2 valuation techniques, being observable inputs. There have been no transfers between levels during the year. IInntteerreesstt rraattee sswwaappss aanndd ccrroossss ccuurrrreennccyy sswwaappss The fair value of cross currency contracts is calculated as the present value of expected future cash flows of these instruments. Key variables include market pricing data, discount rates and credit risk of the group or counterparty where relevant. Variables reflect those which would be used by the market participants to execute and value the instruments. FFoorrwwaarrdd ccuurrrreennccyy ccoonnttrraaccttss Fair value is calculated using forward exchange market rates at the balance sheet date. UUSSPPPP Fair value is calculated using discounted future cash flow techniques, where estimated cash flows and estimated discount rates are based on market data at the balance sheet date, in combination with restatement to current foreign exchange rates. (ii) FINANCIAL INSTRUMENTS - INTEREST RATE SWAPS Interest rate swaps meet the requirements to qualify for cash flow hedge accounting and are stated at fair value. These swaps are used to hedge the exposure to variability in cash flows attributable to movements in the reference interest rate of the designated debt or instrument and are assessed as highly effective in offsetting changes in the cash flows attributable to such movements. Hedge effectiveness is measured by comparing the change in the fair value of the hedged item and the hedging instrument respectively each quarter. Any difference represents ineffectiveness and is recorded in the income statement. The notional principal amounts and periods of expiry of the interest rate swap contracts are as follows: Less than one year One to five years More than five years Notional Principal 2023 $m 50.0 50.0 - 100.0 2022 $m 150.0 100.0 - 250.0 Fixed interest rate range p.a. 0.4% - 2.6% 0.4% - 2.6% Net settlement receipts and payments are recognised as an adjustment to interest expense on an accruals basis over the term of the swaps, such that the overall interest expense on borrowings reflects the average cost of funds achieved by entering into the swap agreements. (iii) FINANCIAL INSTRUMENTS - CROSS CURRENCY SWAPS CCaasshh ffllooww hheeddggeess Cross currency swap contracts are classified as cash flow hedges and are stated at fair value. These cross currency swaps are being used to hedge the exposure to the cash flow variability in the value of the USD debt under the USPP and are assessed as highly effective in offsetting changes in movements in the forward USD exchange rate. Hedge effectiveness is measured by comparing the change in the fair value of the hedged item and the hedging instrument respectively each quarter. Any difference represents ineffectiveness and is recorded in the income statement. 86 128 86 THE STAR ENTERTAINMENT GROUP 2023 ANNUAL REPORT NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2023 FFaaiirr vvaalluuee hheeddggeess These cross currency swaps are being used to hedge the exposure to fair value changes of the USD debt under the USPP as a result of fluctuations in the underlying USD to AUD exchange rate and US interest benchmark and are assessed as highly effective. The increase in fair value of the cross currency swaps of $2.4 million (2022: $22.4 million decrease in value) has been recognised in finance costs and offsetting loss on the USPP borrowings. The ineffectiveness recognised in FY23 was immaterial (2022: immaterial). The principal amounts and periods of expiry of the cross currency swap contracts are as follows: Less than one year One to five years More than five years Notional principal 22002233 22002222 AAUUDD $$mm UUSSDD $$mm AAUUDD $$mm UUSSDD $$mm -- 225500..33 5544..22 330044..55 -- 119955..44 4400..44 223355..88 - 433.4 93.9 527.3 - 338.4 70.0 408.4 Fixed interest rate range p.a. 33..22%% -- 44..44%% 3.2% - 4.4% The terms and conditions in relation to interest rate and maturity of the cross currency swaps are similar to the terms and conditions of the underlying hedged USPP borrowings as set out in note B8. (iv) RECONCILIATION OF MOVEMENT IN FINANCING ACTIVITIES OOppeenniinngg CCaasshh fflloowwss CChhaannggeess iinn ffaaiirr vvaalluueess FFoorreeiiggnn eexxcchhaannggee mmoovveemmeenntt DDeebbtt mmooddiiffiiccaattiioonn NNeett lloossss oonn sseettttlleemmeenntt BBoorrrroowwiinngg ccoossttss CClloossiinngg $$mm $$mm $$mm $$mm $$mm $$mm $$mm $$mm 22002233 Interest bearing liabilities (excluding lease liabilities) (refer to note B8) Net derivative assets (refer to note B3) (1,289.6) 58.6 603.1 (20.5) (2.4) (1.9) (12.1) -- 22002222 Interest bearing significant items) (refer to note B8) liabilities (excluding Net derivative assets (refer to note B3) 22002233 Lease liabilities (refer to note B8) 22002222 Lease liabilities (refer to note B8) (1,242.5) (21.9) 3.2 - 22.4 55.4 (46.5) -- (10.9) (8.1) (0.4) ((772200..44)) - - - - - - - 3366..22 (1.1) (1,289.6) - 58.6 OOppeenniinngg CCaasshh fflloowwss IInntteerreesstt TTrraannssiittiioonn AAddddiittiioonnss OOtthheerr DDiissppoossaallss CClloossiinngg $$mm $$mm $$mm $$mm $$mm $$mm $$mm $$mm (42.9) 9.6 (3.1) (50.2) 9.5 (3.5) -- - - - - - ((3366..88)) (0.4) 1.7 (42.9) 87 87 129 THE STAR ENTERTAINMENT GROUP 2023 ANNUAL REPORT NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2023 F OTHER DISCLOSURES F1 OTHER COMPREHENSIVE INCOME Net (loss)/gain on derivatives Tax on above items recognised in other comprehensive income F2 INCOME TAX (i) INCOME TAX BENEFIT TThhee mmaajjoorr ccoommppoonneennttss ooff iinnccoommee ttaaxx bbeenneeffiitt iiss:: Current tax benefit/(expense) Adjustments in respect of current income tax of previous years Deferred income tax benefit Income tax benefit reported in the income statement AAggggrreeggaattee ooff ccuurrrreenntt aanndd ddeeffeerrrreedd ttaaxx rreellaattiinngg ttoo iitteemmss cchhaarrggeedd oorr ccrreeddiitteedd ttoo eeqquuiittyy:: Current tax benefit reported in equity Deferred tax benefit/(expense) reported in equity Income tax benefit/(expense) reported in equity IInnccoommee ttaaxx bbeenneeffiitt income tax benefit and the product of A reconciliation between accounting profit before income tax multiplied by the income tax rate is as follows: Accounting loss before income tax benefit At the Group's statutory income tax rate of 30% - Non deductible goodwill impairment - Non assessable gain on sale - Recognition/(derecognition) of temporary differences - Non deductible expenses - Over provision in prior years - Other items Aggregate income tax expense Effective income tax rate 88 130 2023 $m ((99..33)) 22..88 ((66..55)) 22002233 $$mm 2222..44 66..55 229988..99 332277..88 00..66 99..33 99..99 (2,763.0) 828.9 (361.3) 10.3 (2.6) (149.0) 1.5 - 327.8 ((1111..99)) %% 2022 $m 29.3 (8.8) 20.5 22002222 $$mm (1.2) 1.7 2.6 3.1 0.5 (8.8) (8.3) (205.6) 61.7 (48.8) (9.7) 0.1 - - (0.2) 3.1 %1.5 88 THE STAR ENTERTAINMENT GROUP 2023 ANNUAL REPORT NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2023 (ii) DEFERRED TAX BALANCES The balance comprises temporary differences attributable to: 22002233 Property, plant and equipment Intangible assets Employee provisions Other provisions and accruals Impairment of trade receivables Unrealised financial liabilities Finance leases Other Tax losses DDeeffeerrrreedd ttaaxx aasssseettss sseett ooffff Intangible assets Property, plant and equipment Unrealised financial assets Other NNeett ddeeffeerrrreedd ttaaxx ((lliiaabbiilliittiieess))//aasssseettss 22002222 Employee provisions Other provisions and accruals Impairment of trade receivables Unrealised financial liabilities Finance leases Other DDeeffeerrrreedd ttaaxx aasssseettss sseett ooffff Intangible assets Property, plant and equipment Unrealised financial assets Other NNeett ddeeffeerrrreedd ttaaxx ((lliiaabbiilliittiieess))//aasssseettss BBaallaannccee 11 JJuullyy 22002222 $$mm RReeccooggnniisseedd iinn tthhee iinnccoommee ssttaatteemmeenntt $$mm RReeccooggnniisseedd ddiirreeccttllyy iinn eeqquuiittyy $$mm -- -- 3300..11 1177..33 1111..22 1188..66 1133..33 77..99 -- 9988..44 ((5544..77)) ((114444..55)) ((1199..33)) ((2200..88)) ((223399..33)) ((114400..99)) 9933..99 2277..88 ((66..33)) 66..44 ((11..33)) ((22..88)) ((11..99)) ((88..44)) 55..11 111122..55 2211..77 113388..00 77..77 1199..00 118866..44 229988..99 -- -- -- -- -- 33..11 -- 66..55 -- 99..66 -- -- ((00..33)) -- ((00..33)) 99..33 BBaallaannccee 11 JJuullyy 22002211 $$mm RReeccooggnniisseedd iinn tthhee iinnccoommee ssttaatteemmeenntt $$mm RReeccooggnniisseedd ddiirreeccttllyy iinn eeqquuiittyy $$mm 23.9 14.6 11.5 14.0 15.0 8.4 87.4 (59.6) (145.1) (5.1) (11.9) (221.7) (134.3) 6.2 3.2 (0.3) (0.9) (1.7) (0.5) 6.0 4.9 0.6 - (8.9) (3.4) 2.6 - - - 5.5 - - 5.5 - - (14.2) - (14.2) (8.7) OOtthheerr $$mm -- -- -- -- -- -- -- -- 2233..11 2233..11 -- -- -- -- -- 2233..11 OOtthheerr $$mm - (0.5) - - - - (0.5) - - - - - (0.5) BBaallaannccee 3300 JJuunnee 22002233 $$mm 9933..99 2277..88 2233..88 2233..77 99..99 1188..99 1111..44 66..00 2288..22 224433..66 ((3333..00)) ((66..55)) ((1111..99)) ((11..88)) ((5533..22)) 119900..44 BBaallaannccee 3300 JJuunnee 22002222 $$mm 30.1 17.3 11.2 18.6 13.3 7.9 98.4 (54.7) (144.5) (19.3) (20.8) (239.3) (140.9) 89 89 131 THE STAR ENTERTAINMENT GROUP 2023 ANNUAL REPORT NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2023 (iii) TAX CONSOLIDATION Effective June 2011, The Star Entertainment Group Limited (the HHeeaadd CCoommppaannyy) and its 100% owned subsidiaries formed an income tax consolidation group. Members of the tax consolidation group entered into a tax sharing arrangement that provides for the allocation of income tax liabilities between the entities should the Head Company default on its tax payment obligations. At balance date, the possibility of default is remote. TTaaxx eeffffeecctt aaccccoouunnttiinngg bbyy mmeemmbbeerrss ooff tthhee ttaaxx ccoonnssoolliiddaattiioonn ggrroouupp Members of the tax consolidation group have entered into a tax funding agreement effective June 2011. Under the terms of the tax funding agreement, the Head Company and each of the members in the tax consolidation group have agreed to make a tax equivalent payment to or from the Head Company, based on the current tax liability or current tax asset of the member. Deferred taxes are recorded by members of the tax consolidation group in accordance with the principles of AASB 112 'Income Taxes'. Calculations under the tax funding agreement are undertaken for statutory reporting purposes. The allocation of taxes under the tax funding agreement is recognised as either an increase or decrease in the subsidiaries' intercompany accounts with the Head Company. The Group has chosen to adopt the Group Allocation method as outlined in Interpretation 1052 'Tax Consolidation Accounting' as the basis to determine each members' current and deferred taxes. The Group Allocation method as adopted by the Group will not give rise to any contribution or distribution of the subsidiaries' equity accounts as there will not be any differences between the current tax amount that is allocated under the tax funding agreement and the amount that is allocated under the Group Allocation method. (iv) INCOME TAX PAYABLE The balance of income tax payable is the net of current tax and tax instalments/refunds during the year. A current tax liability arises where current tax exceeds tax instalments paid and a current tax receivable arises where tax instalments paid exceed current tax. TThhee iinnccoommee ttaaxx ((ppaayyaabbllee))//rreecceeiivvaabbllee bbaallaannccee iiss aattttrriibbuuttaabbllee ttoo:: The receivable balance relates to depreciation for capital projects. 22002233 Tax consolidated group - year ended 30 June 2023 Tax consolidated group - year ended 30 June 2022 Prior years a TToottaall AAuussttrraalliiaa Overseas subsidiaries Tax consolidated group - year ended 30 June 2022 a Tax consolidated group - year ended 30 June 2021 Prior years b TToottaall AAuussttrraalliiaa Overseas subsidiaries TToottaall a 22002222 TToottaall a b 90 132 ((PPaayyaabbllee))// rreecceeiivvaabbllee 11 JJuullyy 22002222 IInnccrreeaassee iinn ttaaxx ppaayyaabbllee TTaaxx iinnssttaallmmeenntt ppaaiidd OOvveerr pprroovviissiioonn ooff ttaaxx $$mm -- ((11..77)) 66..00 44..33 00..11 44..44 $$mm $$mm $$mm -- -- -- -- -- -- 1166..44 33..55 -- 1199..99 00..11 2200..00 -- 11..77 55..00 66..77 ((00..22)) 66..55 ((PPaayyaabbllee))// rreecceeiivvaabbllee 11 JJuullyy 22002211 $$mm IInnccrreeaassee iinn ttaaxx ppaayyaabbllee $$mm TTaaxx iinnssttaallmmeenntt ppaaiidd $$mm OOvveerr pprroovviissiioonn ooff ttaaxx $$mm - (1.7) (6.2) 4.8 (1.4) 0.4 (1.0) - - (1.7) - (1.7) - 5.1 - 5.1 - 5.1 - 1.1 0.9 2.0 (0.3) 1.7 OOtthheerr $$mm -- -- ((00..11)) ((00..11)) -- ((00..11)) OOtthheerr $$mm - - 0.3 0.3 - 0.3 RReecceeiivvaabbllee 3300 JJuunnee 22002233 $$mm 1166..44 33..55 1100..99 3300..88 -- 3300..88 ((PPaayyaabbllee))// rreecceeiivvaabbllee 3300 JJuunnee 22002222 $$mm (1.7) - 6.0 4.3 0.1 4.4 90 No instalments were paid. The receivable balance relates to depreciation for capital projects. THE STAR ENTERTAINMENT GROUP 2023 ANNUAL REPORT NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2023 F3 LOSS PER SHARE NNeett lloossss aafftteerr ttaaxx aattttrriibbuuttaabbllee ttoo oorrddiinnaarryy sshhaarreehhoollddeerrss Basic loss per share (cents per share) Diluted loss per share (cents per share) WWeeiigghhtteedd aavveerraaggee nnuummbbeerr ooff sshhaarreess uusseedd aass tthhee ddeennoommiinnaattoorr Number of ordinary shares issued at the beginning of the year Adjustment for issue of new share capital on 7 March 2023 a Adjustment for issue of new share capital on 20 March 2023 b Movement in treasury shares 22002233 $$mm ((22,,443355..22)) ((221111..77)) ((221111..77)) 22002233 NNuummbbeerr 22002222 $$mm (202.5) (21.3) (21.3) 22002222 NNuummbbeerr 995500,,111188,,776677 946,489,027 113355,,772233,,447733 6655,,992200,,555500 - - ((11,,660022,,774499)) 2,754,899 WWeeiigghhtteedd aavveerraaggee nnuummbbeerr ooff sshhaarreess uusseedd aass tthhee ddeennoommiinnaattoorr 11,,115500,,116600,,004411 949,243,926 AAddjjuussttmmeenntt ffoorr ccaallccuullaattiioonn ooff ddiilluutteedd eeaarrnniinnggss ppeerr sshhaarree:: Adjustment for Performance Rights -- - WWeeiigghhtteedd aavveerraaggee nnuummbbeerr ooff oorrddiinnaarryy sshhaarreess aanndd ppootteennttiiaall oorrddiinnaarryy sshhaarreess aass uusseedd aass tthhee ddeennoommiinnaattoorr iinn ccaallccuullaattiinngg ddiilluutteedd eeaarrnniinnggss ppeerr sshhaarree aatt tthhee eenndd ooff 949,243,926 tthhee yyeeaarr a On 7 March 2023, the Group issued 430,774,501 new shares for private placement to institutional investors under the accelerated non- renounceable entitlement offer. b On 20 March 2023, the Group issued 235,892,166 new shares for retail component of the accelerated non-renounceable entitlement offer (including shares issued to Chow Tai Fook Enterprises Limited and Far East Consortium International Limited under the placement and institutional entitlement offer, in accordance with the retail entitlement offer timetable). 1,515,791 performance rights (2022: 2,193,154) could potentially dilute basic earnings per share in the future, but were not included in the calculation above because they are antidilutive for the period presented. 11,,115500,,116600,,004411 F4 OTHER ASSETS CCuurrrreenntt Prepayments Other assets NNoonn ccuurrrreenntt Rental paid in advance Other assets F5 TRADE AND OTHER PAYABLES Trade creditors and accrued expenses Interest payable 22002233 $$mm 4433..00 5500..77 9933..77 00..88 2255..99 2266..77 118822..00 22..99 118844..99 22002222 $$mm 35.9 43.6 79.5 0.8 39.1 39.9 202.9 3.5 206.4 91 91 133 THE STAR ENTERTAINMENT GROUP 2023 ANNUAL REPORT NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2023 F6 OTHER LIABILITIES CCuurrrreenntt Customer loyalty deferred revenue a Other deferred revenue NNoonn ccuurrrreenntt Other 22002233 $$mm 1166..33 22..33 1188..66 1111..11 1111..11 22002222 $$mm 19.1 4.0 23.1 9.0 9.0 a The Group operates customer loyalty programs enabling customers to accumulate award credits for gaming and on-property spend. A portion of the spend, equal to the fair value of the award credits earned, is treated as deferred revenue, and recognised in the income statement when the award is redeemed or expires. F7 SHARE CAPITAL AND RESERVES (i) SHARE CAPITAL There is only one class of shares (ordinary shares) on issue. These ordinary shares entitle the holder to participate in dividends and proceeds on winding up of the Company, in proportion to the number and amounts paid on the shares held. On a show of hands, every holder of ordinary shares present at a meeting in person or by proxy, is entitled to one vote, and upon a poll each share is entitled to one vote. The Company does not have authorised capital nor par value in respect of its issued shares Opening balance 1 July 2022 Issue of share capital (net of tax) - 7 March 2023 a Issue of share capital (net of tax) - 20 March 2023 b Shares purchased programs future employee share for Shares issued to settle employee share programs SShhaarree ccaappiittaall TTrreeaassuurryy sshhaarreess NNeett oouuttssttaannddiinngg SShhaarreess $$mm SShhaarreess $$mm SShhaarreess $$mm 952,014,210 3,177.9 (1,895,443) (6.9) 950,118,767 3,171.0 430,774,501 235,892,166 507.2 277.8 - - - - 430,774,501 235,892,166 - - - - (2,255,061) 1,665,472 (6.4) 6.0 (2,255,061) 1,665,472 507.2 277.8 (6.4) 6.0 CClloossiinngg bbaallaannccee 3300 JJuunnee 22002233 11,,661188,,668800,,887777 33,,996622..99 ((22,,448855,,003322)) ((77..33)) 11,,661166,,119955,,884455 33,,995555..66 Opening balance 1 July 2021 952,014,210 3,177.9 (5,525,183) (18.6) 946,489,027 3,159.3 Shares purchased programs for future employee share Shares issued to settle employee share programs - - - - (464,958) 4,094,698 (1.9) 13.6 (464,958) 4,094,698 (1.9) 13.6 Closing balance 30 June 2022 3,171.0 a On 7 March 2023, the Group issued 430,774,501 new shares for private placement to institutional investors under the accelerated non- renounceable entitlement offer. The capital raising is after $9.7 million of costs, net of tax. b On 20 March 2023, the Group issued 235,892,166 new shares for retail component of the accelerated non-renounceable entitlement offer (including shares issued to Chow Tai Fook Enterprises Limited and Far East Consortium International Limited under the placement and institutional entitlement offer, in accordance with the retail entitlement offer timetable). The capital raising is after $5.3 million of costs, net of tax. 952,014,210 950,118,767 (1,895,443) 3,177.9 (6.9) 92 134 92 THE STAR ENTERTAINMENT GROUP 2023 ANNUAL REPORT NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2023 (ii) RESERVES (NET OF TAX) Hedging reserve a Cost of hedging reserve b Share based payments reserve c 22002233 $$mm ((88..22)) 22..44 88..66 22..88 22002222 $$mm (1.7) 2.6 10.6 11.5 NNaattuurree aanndd ppuurrppoossee ooff rreesseerrvveess a b c The hedging reserve records the spot element of fair value changes on the portion of the gain or loss on a hedging instrument in a cash flow hedge that is determined to be an effective hedge. The spot element of derivative contracts are designated as hedging instruments with fair value changes recorded in the hedging reserve. The forward element is recognised in other comprehensive income and accumulated in a separate component of equity under costs of hedging reserve. The share based payments reserve is used to recognise the value of equity settled share based payment transactions provided to employees, including Key Management Personnel as part of their remuneration. Refer to note F9 for further details on these plans. (iii) CAPITAL MANAGEMENT The Group's objectives when managing capital are to ensure the Group continues as a going concern while providing optimal returns to shareholders and benefits for other stakeholders, and to maintain an optimal capital structure to reduce the cost of capital. In order to maintain or adjust the capital structure, the Group may adjust the amount of dividends to be paid to shareholders, return capital to shareholders or issue new shares. Gearing is managed primarily through the ratio of net debt to earnings before interest, tax, depreciation, amortisation, impairment, significant items and share of the net loss of associate and joint venture entities. Net debt comprises interest bearing liabilities, with US dollar borrowings translated at the 30 June 2023 USD/AUD spot rate of 1.5090 (2022: 1.4518), after adjusting for cash and cash equivalents and derivative financial instruments. The Group’s capital management also aims to ensure that it meets financial covenants attached to the interest bearing loans and borrowings that define capital structure requirements. There have been no breaches of the financial covenants of any interest bearing loans and borrowings in the current period. The Group obtained an amendment for the 30 June 2023 testing date from certain lenders, allowing for some cash significant items to be added back to earnings to enable compliance with the interest cover covenant. Gross Debt Net Debt a EBITDA (before significant items) b Gearing ratio (times) 22002233 $$mm 775577..22 559955..55 331177..44 11..99 xx 22002222 $$mm 1,332.5 1,149.0 413.6 x2.8 a b Net debt is shown as interest bearing liabilities (excluding lease liabilities), less cash and cash equivalents, less net position of derivative financial instruments. EBITDA (before significant items) is a non-IFRS disclosure and stands for earnings before interest, tax, depreciation, amortisation, impairment, significant items and share of profits / losses from joint ventures. For FY22, EBITDA (before significant items) was calculated on an annualised 2H FY22 run rate, as agreed with the financiers. 93 93 135 THE STAR ENTERTAINMENT GROUP 2023 ANNUAL REPORT NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2023 F8 RECONCILIATION OF NET PROFIT AFTER TAX TO NET CASH INFLOWS FROM OPERATIONS Net loss after tax - Depreciation, amortisation and impairment - Employee share based payments expense / (benefit) - Gain on disposal of property, plant and equipment - Finance costs - Share of net profit of associate and joint venture entities - Gain on disposal of aircraft Working capital changes - Increase in trade and other receivables and other assets - Decrease/(increase) in inventories - Increase in trade and other payables, accruals and provisions - Decrease in tax provisions NNoottee A4 F9 A5 D5 22002233 $$mm ((22,,443355..22)) 22,,334488..44 22..66 ((00..88)) 111100..88 ((55..44)) -- ((1100..77)) 11..33 338800..77 ((334477..99)) 22002222 $$mm (202.5) 370.8 (0.8) (0.9) 57.0 (16.4) (10.1) (49.4) (1.0) 36.5 (7.0) NNeett ccaasshh iinnffllooww ffrroomm ooppeerraattiinngg aaccttiivviittiieess 176.2 OOppeerraattiinngg ccaasshh ffllooww bbeeffoorree iinntteerreesstt aanndd ttaaxx wwaass $$6633..00 mmiilllliioonn,, ddoowwnn 6655..33%% oonn tthhee ppccpp.. TThhee EEBBIITTDDAA ttoo ccaasshh ccoonnvveerrssiioonn rraattiioo wwaass ((2233%%)).. AAddjjuussttiinngg ffoorr mmaatteerriiaall uunnppaaiidd rreegguullaattoorryy aanndd lleeggaall ccoossttss,, ccaasshh ccoolllleeccttiioonn rraattiioo iiss 5522%%.. 4433..88 94 136 94 THE STAR ENTERTAINMENT GROUP 2023 ANNUAL REPORT NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2023 F9 EMPLOYEE SHARE PLANS LLoonngg tteerrmm iinncceennttiivvee ppllaann During the current and prior periods, the Company issued Performance Rights under the long term incentive plan to eligible employees. The share based payment credit of $0.3 million (2022: credit of $3.0 million) in respect of the equity instruments granted is recognised in the income statement. The number of Performance Rights granted to employees and forfeited or lapsed during the year are set out below. 22002233 BBaallaannccee aatt ssttaarrtt ooff yyeeaarr GGrraanntteedd dduurriinngg tthhee yyeeaarr FFoorrffeeiitteedd dduurriinngg tthhee yyeeaarr LLaappsseedd dduurriinngg tthhee yyeeaarr a VVeesstteedd dduurriinngg tthhee yyeeaarr BBaallaannccee aatt eenndd ooff yyeeaarr GGrraanntt DDaattee 33 OOccttoobbeerr 22001188 2255 SSeepptteemmbbeerr 22001199 2244 SSeepptteemmbbeerr 22002200 2233 SSeepptteemmbbeerr 22002211 2266 SSeepptteemmbbeerr 22002222 2022 Grant Date 2 October 2017 3 October 2018 25 September 2019 24 September 2020 23 September 2021 444499,,665566 661111,,550044 11,,110011,,226655 998811,,550055 -- -- -- 558800,,338833 -- 22,,118877,,449922 3344,,005500 441155,,660066 228888,,668833 445500,,228844 334411,,225533 334455,,336666 -- -- -- -- 33,,114433,,993300 22,,776677,,887755 11,,445599,,663366 441155,,660066 -- -- -- -- -- -- -- 332222,,882211 665500,,998811 11,,222200,,663355 11,,884422,,112266 44,,003366,,556633 Balance at start of year Granted during the year Forfeited during the year b Lapsed during the year Vested during the year Balance at end of year 1,436,841 1,432,040 1,762,404 2,728,230 - - - - - 2,213,247 - 982,384 1,150,900 1,626,965 1,231,742 1,436,841 - - - - 7,359,515 2,213,247 4,991,991 1,436,841 - - - - - - - 449,656 611,504 1,101,265 981,505 3,143,930 Grants include a market based hurdle (relative total shareholder return (rrTTSSRR)) and an earnings per share (EEPPSS) component. Grants from 2 October 2017 include a market based hurdle (rTSR), an EPS component and a return on investment capital (RROOIICC) component. The Performance Rights have been independently valued. For the rTSR component, valuation was based on assumptions underlying the Black-Scholes methodology to produce a Monte-Carlo simulation model. For the EPS and ROIC component, a discounted cash flow technique was utilised. The total value does not contain any specific discount for forfeiture if the employee leaves the Group during the vesting period. This adjustment, if required, is based on the number of equity instruments expected to vest at the end of each reporting period. a b Performance rights granted on 3 October 2018 were tested on 3 October 2022 and did not vest. The TSR percentile rank for the Company was 15.39%, below the 50th percentile rank. The EPS was (21.1)c, below the 27.6c threshold. The ROIC was (3.2)%, below the 8.8% threshold. As a result, these Performance Rights lapsed and no shares were issued to participants. The number of performance rights granted on 2 October 2017 were tested on 28 October 2021 and did not vest. The TSR percentile rank for the Company was 21.54%, below the 50th percentile rank. The EPS was 6.4c, below the 35.9c threshold. The ROIC was 1.3%, below the 9.5% threshold. As a result, these Performance Rights lapsed and no shares were issued to participants. The key assumptions underlying the Performance Rights valuations are set out below: SShhaarree pprriiccee aatt ddaattee ooff ggrraanntt EExxppeecctteedd vvoollaattiilliittyy iinn sshhaarree pprriiccee EExxppeecctteedd ddiivviiddeenndd yyiieelldd RRiisskk ffrreeee iinntteerreesstt rraattee AAvveerraaggee FFaaiirr VVaalluuee ppeerr PPeerrffoorrmmaannccee RRiigghhtt EEffffeeccttiivvee ggrraanntt ddaattee TTeesstt aanndd vveessttiinngg ddaattee 3 October 2018 25 September 2019 24 September 2020 23 September 2021 26 September 2022 3 October 2022 25 September 2023 24 September 2024 23 September 2025 26 September 2026 $$ 5.21 4.20 3.15 4.35 2.63 %% % % % % % 22.76 22.00 29.00 31.00 32.00 %% 4.66 % %- %- %- %- %% % % % % % 2.14 0.72 0.26 0.41 3.80 $$ 3.77 3.66 2.76 3.78 2.33 95 95 137 THE STAR ENTERTAINMENT GROUP 2023 ANNUAL REPORT NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2023 EEqquuiittyy rreetteennttiioonn ppllaann Since FY19, the Company has granted restricted shares under the equity retention plan to eligible employees. The share based payment expense of $2.7 million (2022: $0.7 million) in respect of the equity instruments granted is recognised in the income statement. The number of restricted shares granted to employees and forfeited during the year are set out below. 22002233 GGrraanntt DDaattee 11 JJuullyy 22002222 22002222 GGrraanntt DDaattee 1 July 2021 BBaallaannccee aatt ssttaarrtt ooff yyeeaarr GGrraanntteedd dduurriinngg tthhee yyeeaarr FFoorrffeeiitteedd dduurriinngg tthhee yyeeaarr LLaappsseedd dduurriinngg tthhee yyeeaarr VVeesstteedd dduurriinngg tthhee yyeeaarr BBaallaannccee aatt eenndd ooff yyeeaarr 11,,114499,,663399 11,,663399,,664422 331122,,330066 -- 11,,227700,,008866 11,,220066,,888899 BBaallaannccee aatt ssttaarrtt ooff yyeeaarr GGrraanntteedd dduurriinngg tthhee yyeeaarr FFoorrffeeiitteedd dduurriinngg tthhee yyeeaarr LLaappsseedd dduurriinngg tthhee yyeeaarr VVeesstteedd dduurriinngg tthhee yyeeaarr BBaallaannccee aatt eenndd ooff yyeeaarr 1,189,159 219,337 258,857 - - 1,149,639 The awards are granted at no cost to participants and are subject to a service condition of five years. Participants are entitled to dividends and may benefit from share price growth over the vesting period. SShhoorrtt tteerrmm iinncceennttiivvee ppllaann On 19 April 2023, the Group announced the cancellation of the FY23 short term incentive plan. The Board approved the award of the FY22 short term incentive plan. Certain executives receive one third of their eligible award as shares, subject to a holding lock of one year from the date of issue. The share based payment expense of $0.2 million (2022: $1.5 million) in respect of the short term incentives has been recognised in the income statement. F10 AUDITOR'S REMUNERATION Fees to Ernst & Young (Australia): Fees for auditing the statutory financial report of the parent and consolidated group Fees for other assurance and agreed-upon-procedures services (including sustainability assurance) under contractual arrangements where there is discretion as to whether the service is provided by the auditor Fees for other advisory and compliance services TToottaall ffeeeess ttoo EErrnnsstt && YYoouunngg AAuussttrraalliiaa 22002233 $$ 22002222 $$ 22,,227799,,558888 1,209,128 119977,,660000 5588,,000000 77,025 55,500 22,,553355,,118888 1,341,653 The auditor of the Company and its controlled entities is Ernst & Young. From time to time, Ernst & Young provides other services to the Group, which are subject to strict corporate governance procedures encompassing the selection of service providers and the setting of their remuneration. The Chair of the Audit Committee (or authorised delegate) must approve any other services provided by Ernst & Young to the Group. The Company's Group Chief Financial Officer has limited delegated authority for the pre-approval of audit and non-audit services proposed by the external auditors, limited to $50,000 per engagement and capped at 40% of the relevant year's audit fee. The financial year ended 30 June 2023 is Scott Jarrett's first year as Lead Audit Partner, following rotation of the previous audit partner in accordance with section 92 of the Corporations Act 2001 (Cth). 96 138 96 THE STAR ENTERTAINMENT GROUP 2023 ANNUAL REPORT NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2023 G ACCOUNTING POLICIES AND CORPORATE INFORMATION Significant accounting policies are contained within the financial statement notes to which they relate and are not detailed in this section. CORPORATE INFORMATION The Star Entertainment Group Limited (the CCoommppaannyy) is a company incorporated and domiciled in Australia. The Financial Report of the Company for the year ended 30 June 2023 comprises the Company and its controlled entities (collectively referred to as the GGrroouupp). The Company's registered office is Level 3, 159 William Street, Brisbane QLD 4000. The Company is of the kind specified in Australian Securities and Investments Commission (ASIC) Instrument 2016/191. In accordance with that Instrument, amounts in the Financial Report and the Directors Report have been rounded to the nearest hundred thousand dollars, unless specifically stated to be otherwise. All amounts are in Australian dollars ($). The Company is a for profit organisation. The Financial Report was authorised for issue by the Directors on 29 August 2023. BASIS OF PREPARATION The Financial Report is a general purpose Financial Report which has been prepared in accordance with the Corporations Act 2001, Australian Accounting Standards and other mandatory Financial Reporting requirements in Australia. The financial statements comply with International Financial Reporting Standards (IIFFRRSS) as issued by the International Accounting Standards Board. The financial statements have been prepared under the historical cost convention except as disclosed in the accounting policies below and elsewhere in this report. The policies used in preparing the financial statements are consistent with those of the previous year except as indicated under 'Changes in accounting policies and disclosures'. GOING CONCERN The implementation of uplifted controls, which necessarily resulted in increased exclusions; the important uplifting of risk and compliance resourcing; the introduction of competition during the period in the Sydney table games market; some operating restrictions impacting customer experience; and weaker consumer discretionary spending have all impacted operating performance. This change in operating conditions together with matters detailed in note B7 leads to significant uncertainty facing the Group, predominately from:  the indefinite suspension of the Sydney Casino licence (from 21 October 2022);  the deferred suspension of the Queensland Casino licences (from 1 December 2023 for a period of at least 90 days);  the appointment of a Manager / Special Manager to manage (in NSW) and monitor (in Queensland) the casino operations;  amendments to the Casino Control Acts in both NSW and Queensland to introduce more stringent compliance requirements;  the ongoing AUSTRAC civil penalty proceedings; and  four outstanding class actions. In order to secure the financial flexibility to meet anticipated cashflow requirements and navigate a range of operating and regulatory uncertainties, the Company completed an $800 million capital raise in March 2023. Proceeds from this capital raise were used to repay debt and contribute towards the payment of NICC and OLGR fines. The deterioration of operating performance (described above) has accelerated the Group’s refinancing project expected to be completed in 1H FY24. In the Directors' opinion, whilst the outcome of matters outlined in note B7 creates material uncertainty as to the Group's ability to remain a going concern, the Group is likely to be able to meet its liabilities as and when they fall due over the next twelve months and continues to remain a going concern, provided:  the outcomes of the uncertainties outlined in note B7 as a whole are not sufficiently onerous as to prevent the Company from settling its obligations;  the Group remains in contact with its lenders and would seek additional waivers and amendments, if required;  the Group is able to execute its refinancing plan; and  the Group, by continuing to work with the Manager and Special Manager, is able to develop and implement on its longer term remediation measures and restore the Group to suitability to hold its casino licences. The financial report does not include any adjustments relating to the recoverability and classification of recorded asset amounts or to the amounts and classification of liabilities that might be necessary should the entity not continue as a going concern. 97 97 139 THE STAR ENTERTAINMENT GROUP 2023 ANNUAL REPORT NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2023 SIGNIFICANT ACCOUNTING JUDGEMENTS, ESTIMATES AND ASSUMPTIONS Preparation of the financial statements in conformity with Australian Accounting Standards and IFRS requires management to make judgements, estimates and assumptions that affect the reported amounts of assets and liabilities and the disclosure of contingent liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. In the process of applying the Group's accounting policies, management has made the following judgements, which have the most significant effect on the amounts recognised in the consolidated financial statements:  Going concern (refer note above);  Asset useful lives and residual values (refer notes A4 and B5);  Impairment of assets (refer note B6);  Valuation of derivatives and other financial instruments and hedge accounting (refer note B3);  Impairment of trade receivables (refer note B2);  Significant items (refer note A7); and  Provisions and contingent liabilities (refer note B7). Uncertainty about these assumptions and estimates could result in outcomes that require a material adjustment to the carrying amount of the asset or liability in future periods. TTiittllee Amendments to AASB 3 Business Combinations Amendments to AASB 116 Property, Plant and Equipment - Proceeds before Intended Use Amendments to AASB 137 Provisions, Contingent Liabilities & Contingent Assets CHANGES IN ACCOUNTING POLICIES AND DISCLOSURES The Group has adopted the following new and amended accounting standards, which became applicable for the year ended 30 June 2023: RReeffeerreennccee AASB 3 AASB 116 AASB 137 AAmmeennddmmeennttss ttoo AAAASSBB 33 aanndd AAAASSBB 113377 -- RReeffeerreennccee ttoo tthhee CCoonncceeppttuuaall FFrraammeewwoorrkk The amendments replace a reference to a previous version of the IASB’s Conceptual Framework with a reference to the current version issued in March 2018 without significantly changing its requirements. The amendments add an exception to the recognition principle of AASB 3 Business Combinations to avoid the issue of potential ‘day 2’ gains or losses arising for liabilities and contingent liabilities that would be within the scope of AASB 137 Provisions, Contingent Liabilities and Contingent Assets, if incurred separately. The exception requires entities to apply the criteria in AASB 137, respectively, instead of the Conceptual Framework, to determine whether a present obligation exists at the acquisition date. The amendments also add a new paragraph to AASB 3 to clarify that contingent assets do not qualify for recognition at the acquisition date. These amendments had no impact on the consolidated financial statements of the Group as there were no contingent assets, liabilities and contingent liabilities within the scope of these amendments arisen during the period. AAmmeennddmmeennttss ttoo AAAASSBB 111166:: PPrrooppeerrttyy,, PPllaanntt aanndd EEqquuiippmmeenntt:: PPrroocceeeeddss bbeeffoorree IInntteennddeedd UUssee The amendment prohibits entities from deducting from the cost of an item of property, plant and equipment, any proceeds of the sale of items produced while bringing that asset to the location and condition necessary for it to be capable of operating in the manner intended by management. Instead, an entity recognises the proceeds from selling such items, and the costs of producing those items, in profit or loss. These amendments had no impact on the consolidated financial statements of the Group as there were no sales of such items produced by property, plant and equipment made available for use on or after the beginning of the earliest period presented. 98 140 98 THE STAR ENTERTAINMENT GROUP 2023 ANNUAL REPORT NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2023 STANDARDS AND AMENDMENTS ISSUED BUT NOT YET EFFECTIVE The Group has not applied Australian Accounting Standards and IFRS that were issued or amended but not yet effective. The key standards, shown below, are not expected to have a material impact on the financial statements: RReeffeerreennccee AASB 2020-1 Amendments to Australian Accounting Standards - Classification of Liabilities as AApppplliiccaattiioonn ddaattee 1 January 2023 TTiittllee Current or Non-current AASB 2015-2 Amendments to Australian Accounting Standards - Disclosure of Accounting 1 January 2023 Policies and Definition of Accounting Estimates AASB 2021-5 Amendments to Australian Accounting Standards - Deferred Tax related to Assets 1 January 2023 and Liabilities arising from a Single Transaction BASIS OF CONSOLIDATION CCoonnttrroolllleedd eennttiittiieess The Group controls an entity when the Group is exposed, or has rights, to variable returns from its involvement with the entity and has the ability to affect those returns through its power over the entity. Controlled entities are consolidated from the date control is transferred to the Group and are no longer consolidated from the date control ceases. Intercompany transactions, balances and unrealised gains on transactions between Group companies are eliminated. FFoorreeiiggnn ccuurrrreennccyy The consolidated financial statements are presented in Australian dollars ($) which is the Group's functional and presentation currency. TTrraannssaaccttiioonnss aanndd bbaallaanncceess Transactions denominated in foreign currencies are translated at the rate of exchange ruling on the transaction date. Monetary items denominated in foreign currencies are translated at the rate of exchange ruling at the end of the reporting period. Gains and losses arising from the translation are credited or charged to the income statement, with the exception of differences on foreign currency borrowings that are in an effective hedge relationship. These are taken directly to equity until the liability is extinguished, at which time they are recognised in the income statement. GOVERNMENT GRANTS Government grants are recognised where there is reasonable assurance that the grant will be received, and all attached conditions will be complied with. When the grant relates to an expense, it is recognised net of the related expense for which it is intended to compensate. There are no unfilled conditions or other contingencies attached to the grants. NET FINANCE COSTS Finance income is recognised as the interest accrues, using the effective interest method. Finance costs consist of interest and other borrowing costs incurred in connection with the borrowing of funds. Finance costs directly associated with qualifying assets are capitalised, all other finance costs are expensed, in the period in which they occur. TAXATION IInnccoommee ttaaxx Income tax comprises current and deferred income tax. Income tax is recognised in the income statement except to the extent that it relates to items recognised directly in equity, in which case it is recognised in equity. Current tax is the expected tax payable on the taxable income for the period, and any adjustment to tax payable in respect of previous years. Deferred tax is provided using the balance sheet method, providing for temporary differences between the carrying amounts of assets and liabilities for financial reporting purposes and the amounts used for taxation purposes. The following temporary differences are not provided for:  goodwill; and  the initial recognition of an asset or liability in a transaction which is not a business combination and that affect neither accounting nor taxable profit at the time of the transaction. The amount of deferred tax provided is based on the expected manner of realisation or settlement of the carrying amount of assets and liabilities. A deferred tax asset is recognised only to the extent that it is probable that future taxable profits will be available against which the asset can be utilised. Deferred tax assets and deferred tax liabilities are offset only if a legally enforceable right exists to set off current tax assets against current tax liabilities and the deferred tax assets and liabilities relate to the same taxable entity and the same taxation authority. Deferred income tax assets and liabilities are measured at the tax rates that are expected to apply to the year when the asset is realised or the liability is settled, based on tax rates (and tax laws) that have been enacted or substantively enacted at the reporting date. 99 99 141 THE STAR ENTERTAINMENT GROUP 2023 ANNUAL REPORT NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2023 GOODS AND SERVICES TAX (GST) Revenues, expenses, assets and liabilities are recognised net of the amount of GST except:  when the GST incurred on a purchase of goods and services is not recoverable from the taxation authority, in which case the GST is recognised as part of the cost of acquisition of the asset or as part of the expense item as applicable;  casino revenues, due to the GST being offset against government taxes; and  receivables and payables, which are stated with the amount of GST included. The net amount of GST recoverable from, or payable to, the taxation authority is included as part of receivables or payables in the balance sheet. Cash flows are included in the statement of cash flows on a gross basis and the GST component of cash flows arising from investing and financing activities, which is recoverable from, or payable to, the taxation authority is classified as operating cash flows. CASH AND CASH EQUIVALENTS Cash and cash equivalents are carried in the balance sheet at face value. Cash and cash equivalents include cash balances and call deposits with an original maturity of three months or less. Bank overdrafts that are repayable on demand and form an integral part of the Group's cash management are included as a component of cash for the purpose of the statement of cash flows. TRADE AND OTHER RECEIVABLES Trade receivables are recognised and carried at original settlement amount less a provision for expected credit loss impaired, where applicable. Bad debts are written off when they are known to be uncollectible. Subsequent recoveries of amounts previously written off are credited to the income statement. Other receivables are carried at amortised cost less impairment. INVENTORIES Inventories include consumable stores, food and beverage and are carried at the lower of cost and net realisable value. Inventories are costed on a weighted average basis. Net realisable value is the estimated selling price in the ordinary course of business. PROPERTY, PLANT AND EQUIPMENT Refer to notes A4 and B4 for further details of the accounting policy, including useful lives of property, plant and equipment. Freehold land is included at cost and is not depreciated. All other items of property, plant and equipment are stated at historical cost net of depreciation, amortisation and impairment, and depreciated over periods deemed appropriate to reduce carrying values to estimated residual values over their useful lives. Historical cost includes expenditure that is directly attributable to the acquisition of these items. Gains and losses on disposals are determined by comparing the proceeds with the carrying amount and are recognised in the income statement. When the carrying amount of an asset is greater than its estimated recoverable amount, it is written down immediately to its recoverable amount. Costs arising subsequent to the acquisition of an asset are included in the asset's carrying amount or recognised as a separate asset, as appropriate, only when it is probable that future economic benefits associated with the item will flow to the Group and the cost of the item can be measured reliably. All other repairs and maintenance costs are charged to the income statement during the financial year in which they are incurred. Costs relating to development projects are recognised as an asset when it is:  probable that any future economic benefit associated with the item will flow to the entity; and  it can be measured reliably. If it becomes apparent that the development will not occur, the amount is expensed to the income statement. 100 142 100 THE STAR ENTERTAINMENT GROUP 2023 ANNUAL REPORT NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2023 INTANGIBLE ASSETS GGooooddwwiillll Goodwill represents the excess of the consideration transferred over the fair value of the identifiable net assets acquired and liabilities assumed. Goodwill is assessed for impairment on an annual basis and is carried at cost less accumulated impairment losses. Impairment losses on goodwill are not reversed. Goodwill is allocated to cash generating units for the purpose of impairment testing. The allocation is made to those cash generating units or groups of cash generating units that are expected to benefit from the business combination in which the goodwill arose. OOtthheerr iinnttaannggiibbllee aasssseettss Indefinite life intangible assets are not amortised and are assessed annually for impairment. Expenditure on gaming licences acquired, casino concessions acquired, computer software and other intangibles are capitalised and amortised using the straight line method as described in note B5. SSooffttwwaarree ((eexxcclluuddiinngg SSaaaaSS aarrrraannggeemmeennttss)) Costs associated with developing or maintaining computer software programs are recognised as expenses as incurred. However, costs that are directly associated with identifiable and unique software products controlled by the Group and which have probable economic benefits exceeding the costs beyond one year are recognised as intangible assets. Direct costs include staff costs of the software development team and an appropriate portion of the relevant overheads. Expenditure meeting the definition of an asset is recognised as a capital improvement and added to the original cost of the asset. These costs are amortised using the straight line method, as described in note B5. CCaassiinnoo lliicceenncceess aanndd ccoonncceessssiioonnss Refer to note B5 for details and accounting policy. IMPAIRMENT OF ASSETS Assets that have an indefinite useful life are not subject to depreciation or amortisation and are tested annually for impairment. Assets that are subject to depreciation or amortisation are reviewed for impairment whenever events or changes in circumstances indicate that the carrying amount may not be recoverable. An impairment loss is recognised for the amount by which the asset's carrying amount exceeds its recoverable amount. The recoverable amount is the higher of an asset's fair value less costs of disposal and value in use. For the purpose of assessing impairment, assets are grouped at the lowest level for which there are separately identifiable cash flows (cash generating units). Refer to note B6 for further details of key assumptions included in the impairment calculation. PROVISIONS A provision is recognised in the balance sheet when the Group has a present legal or constructive obligation as a result of a past event, and it is probable that an outflow of economic benefits will be required to settle the obligation and the amount can be reliably estimated. If the effect is material, provisions are determined by discounting the expected future cash flows at a pre-tax rate that reflects current market assessments of the time value of money and, where appropriate, the risks specific to the liability. INVESTMENT IN ASSOCIATE AND JOINT VENTURE ENTITIES Associates are all entities over which the Group has significant influence but not control or joint control. Joint control is the contractually agreed sharing of the joint arrangement, which exists only when decisions about the relevant activities require unanimous consent of the parties sharing control. A joint venture is a type of arrangement whereby the parties that have joint control of the arrangement have rights to the net assets of the joint venture. The Group's investments in associate and joint venture entities are accounted for using the equity method of accounting, after initially being recognised at cost. Under the equity method of accounting, the investments are initially recognised at cost and are subsequently adjusted to recognise the Group's share of the post-acquisition profits or losses of the investee in the income statement, and the Group's share of movements in other comprehensive income of the investee in other comprehensive income. Distributions received are recognised as a reduction in the carrying amount of the investment. The carrying amount of equity-accounted investments is tested for impairment in accordance with the Group's policy. INTEREST BEARING LIABILITIES Interest bearing liabilities are recognised initially at fair value and include transaction costs. Subsequent to initial recognition, interest bearing liabilities are recognised at amortised cost using the effective interest rate method. Any difference between proceeds and the redemption value is recognised in the income statement over the period of the borrowing using the effective interest rate method. Interest bearing liabilities are classified as current liabilities unless the Group has an unconditional right to defer settlement of the liability for at least 12 months after the balance sheet date. 101 101 143 THE STAR ENTERTAINMENT GROUP 2023 ANNUAL REPORT NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2023 LEASES RRiigghhtt--ooff--uussee aasssseettss The Group recognises right-of-use (RROOUU) at the commencement date of the lease (i.e. the date the underlying asset is available for use). ROU assets are measured at cost, less any accumulated depreciation and impairment losses, and adjusted for any remeasurement of lease liabilities. The cost of ROU assets includes the amount of lease liabilities recognised, initial direct costs incurred, and lease payments made at or before the commencement date less any lease incentives received. The recognised ROU assets are depreciated on a straight-line basis over the shorter of its estimated useful life and the lease term. ROU assets are subject to impairment. LLeeaassee lliiaabbiilliittiieess At the commencement date of the lease, the Group recognises lease liabilities measured at the present value of lease payments to be made over the lease term. The lease payments include fixed payments (including in-substance fixed payments) less any lease incentives receivable, variable lease payments that depend on an index or a rate, and amounts expected to be paid under residual value guarantees. The lease payments also include the exercise price of a purchase option reasonably certain to be exercised by the Group and payments of penalties for terminating a lease, if the lease term reflects the Group exercising the option to terminate. The variable lease payments that do not depend on an index or a rate are recognised as expense in the period on which the event or condition that triggers the payment occurs. In calculating the present value of lease payments, the Group uses the incremental borrowing rate at the lease commencement date if the interest rate implicit in the lease is not readily determinable. After the commencement date, the amount of lease liabilities is increased to reflect the accretion of interest and reduced for the lease payments made. In addition, the carrying amount of lease liabilities is remeasured if there is a modification, a change in the lease term, a change in the in-substance fixed lease payments or a change in the assessment to purchase the underlying asset. Short-term leases and leases of low-value assets The Group applies the short-term lease recognition exemption to its short-term leases of buildings, leasehold improvements and plant and equipment. (i.e., those leases that have a lease term of 12 months or less from the commencement date and do not contain a purchase option). It also applies the lease of low-value assets recognition exemption to leases of office equipment that are considered of low value (i.e. below $10,000). Lease payments on short-term leases and leases of low- value assets are recognised as expense on a straight-line basis over the lease term. Leases of assets under which substantially all the risks and benefits of ownership are effectively retained by the lessor are classified as operating leases. Payments made under operating leases are charged to the income statement on a straight- line basis over the period of the lease. EMPLOYEE BENEFITS PPoosstt--eemmppllooyymmeenntt bbeenneeffiittss The Group's commitment to defined contribution plans is limited to making the contributions in accordance with the minimum statutory requirements. There is no legal or constructive obligation to pay further contributions if the fund does not hold sufficient assets to pay all employees relating to current and past employee services. Superannuation guarantee charges are recognised as expenses in the income statement as the contributions become payable. A liability is recognised when the Group is required to make future payments as a result of employees' services provided. LLoonngg sseerrvviiccee lleeaavvee The Group's net obligation in respect of long term service benefits, other than pension plans, is the amount of future benefit that employees have earned in return for their service in the current and prior periods. The obligation is calculated using the expected future increases in wage and salary rates including related on-costs and expected settlement dates, and is discounted using rates attached to bonds with sufficiently long maturities at the balance sheet date, which have maturity dates approximating to the terms of the Group's obligations. AAnnnnuuaall lleeaavvee Liabilities for annual leave are calculated at discounted amounts based on remuneration rates the Group expects to pay, including related on-costs when the liability is expected to be settled. Annual leave is another long term benefit and is measured using the projected credit unit method. SShhaarree bbaasseedd ppaayymmeenntt ttrraannssaaccttiioonnss The Company operates a long term incentive plan (LLTTII), which is available to employees at the most senior executive levels. Under the LTI, employees may become entitled to Performance Rights which may potentially convert to ordinary shares in the Company. The fair value of Performance Rights is measured at grant date and is recognised as an employee expense (with a corresponding increase in the share based payment reserve) over four years from the grant date irrespective of whether the Performance Rights vest to the holder. A reversal of the expense is only recognised in the event the instruments lapse due to cessation of employment within the vesting period. The fair value of the Performance Rights is determined by an external valuer and takes into account the terms and conditions upon which the Performance Rights were granted. 102 102 144 THE STAR ENTERTAINMENT GROUP 2023 ANNUAL REPORT NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2023 The Company operates an Equity Retention Plan, whereby eligible employees may receive up to 100% of their fixed annual remuneration amount in value as fully paid ordinary shares after five years. The awards are issued at no cost to participants and are subject to a service condition of five years. Participants are entitled to dividends and may benefit from share price growth over the vesting period. Under the Company's short term incentive plan (SSTTII), eligible employees receive two thirds of their annual STI entitlement in cash and one third in the form of restricted shares which are subject to a holding lock for a period of twelve months. These shares are forfeited in the event that the employee voluntarily terminates from the Company. Due to the exceptional circumstances associated with COVID-19, the Board resolved to exercise its discretion to make a significantly reduced equity award under the FY20 STI. The award was delivered as a share based payment, subject to a holding lock of one year from the date of issue. The cost is recognised in employment costs, together with a corresponding increase in equity (share based payment reserve) over the service period. No expense is recognised for awards that do not ultimately vest. A liability is recognised for the fair value of cash settled transactions. The fair value is measured initially and at each reporting date up to and including the settlement date, with changes in fair value recognised in employment costs. DERIVATIVE FINANCIAL INSTRUMENTS The Group uses derivative financial instruments to hedge its exposure to foreign exchange and interest rate risks arising from operational, financing and investment activities. In accordance with its Treasury Policy, the Group does not hold or issue derivative financial instruments for trading purposes. However, derivatives that do not qualify for hedge accounting are accounted for as trading instruments. Derivative financial instruments are recognised initially at fair value at the date the derivative contract is entered into and are subsequently remeasured to fair value at the end of each reporting period. The resulting gain or loss is recognised immediately in the income statement. However, where derivatives qualify for cash flow hedge accounting, the effective portion of the gain or loss is deferred in equity while the ineffective portion is recognised in the income statement. The fair value of interest rate swap, cross currency swap and forward currency contracts is determined by reference to market values for similar instruments. Refer to note E2 for details of fair value determination. Derivative assets and liabilities are offset and the net amount reported in the consolidated balance sheet if, and only if:  there is a currently enforceable legal right to offset the recognised amount; and  there is an intention to settle on a net basis, or to realise the assets and settle the liabilities simultaneously. HEDGING CCaasshh ffllooww hheeddggeess Where a derivative financial instrument is designated as a hedge of the exposure to variability in cash flows that are attributable to a particular risk associated with a recognised asset or liability, or a highly probable forecast transaction, the effective part of any gain or loss on the derivative financial instrument is recognised directly in equity. When the forecast transaction subsequently results in the recognition of a non financial asset or liability, the associated cumulative gain or loss is removed from equity and included in the initial cost or other carrying amount of the non financial asset or liability. If a hedge of a forecast transaction subsequently results in the recognition of a financial asset or financial liability, then the associated gains and losses that were recognised directly in equity are reclassified into the income statement in the same period or periods during which the asset acquired or liability assumed affects the income statement (i.e. when interest income or expense is recognised). For cash flow hedges, the effective part of any gain or loss on the derivative financial instrument is removed from equity and recognised in the income statement in the same period or periods during which the hedged forecast transaction affects the income statement. The ineffective part of any gain or loss is recognised immediately in the income statement. When a hedging instrument expires or is sold, terminated or exercised, or the designation of the hedge relationship is revoked but the hedged forecast transaction is still expected to occur, the cumulative gain or loss at that point remains in equity and is recognised in accordance with the above when the transaction occurs. If the hedged transaction is no longer expected to take place, then the cumulative unrealised gain or loss recognised in equity is recognised immediately in the income statement. FFaaiirr vvaalluuee hheeddggeess Where a derivative financial instrument is designated as a hedge of the exposure to variability in the fair value of a recognised asset or liability, any change in the fair value of the hedge is recognised in the income statement as a finance cost. The change in the fair value of the hedged item attributable to the risk hedged is recorded as part of the carrying value of the hedged item and is also recognised in the income statement as a finance cost. 103 103 145 THE STAR ENTERTAINMENT GROUP 2023 ANNUAL REPORT NOTES TO THE FINANCIAL STATEMENTS FOR THE YEAR ENDED 30 JUNE 2023 ISSUED CAPITAL Issued and paid up capital is recognised at the fair value of the consideration received. Issued capital comprises ordinary shares. Any transaction costs directly attributable to the issue of ordinary shares are recognised directly in equity, net of tax, as a reduction of the share proceeds received. OPERATING SEGMENT An operating segment is a component of an entity that engages in business activities from which it may earn revenues and incur expenses (including revenues and expenses relating to transactions with other components of the same entity), whose operating results are regularly reviewed by the entity's executive decision makers to allocate resources and assess its performance. The Group aggregates two or more operating segments when they have similar economic characteristics, and the segments are similar in each of the following respects:  nature of the products and services;  type or class of customer for the products and services;  methods used to distribute the products or provide the services; and  nature of the regulatory environment. Segment results include revenue and expenses directly attributable to a segment and exclude significant items. Capital expenditure represents the total costs incurred during the period to acquire segment assets, including capitalised interest. DIVIDEND DISTRIBUTIONS Dividend distributions to the Company's shareholders are recognised as a liability in the Group's financial statements in the period in which the dividends are declared. BASIC EARNINGS PER SHARE Basic earnings per share is calculated by dividing the net earnings after tax for the period by the weighted average number of ordinary shares outstanding during the period. DILUTED EARNINGS PER SHARE Diluted earnings per share is calculated by dividing the net earnings attributable to ordinary equity holders adjusted by the after tax effect of:  any dividends or other items related to dilutive potential ordinary shares deducted in arriving at profit or loss attributable to ordinary equity holders;  any interest recognised in the period related to dilutive potential ordinary shares; and  any other changes in income or expense that would result from the conversion of the dilutive potential ordinary shares; by the weighted average number of issued ordinary shares plus the weighted average number of ordinary shares that would be issued on the conversion of all the dilutive potential ordinary shares into ordinary shares. ASSETS HELD FOR SALE Non-current assets are classified as held for sale if their carrying amounts will be recovered principally through a sale transaction, rather than through continuing use, and a sale is considered highly probable. They are measured at the lower of their carrying value and fair value less costs to sell. An impairment loss is recognised for the amount by which the asset’s carrying amount exceeds its fair value less costs to sell. 104 146 104 THE STAR ENTERTAINMENT GROUP 2023 ANNUAL REPORT DIRECTORS' DECLARATION In the opinion of the Directors of The Star Entertainment Group Limited (the Company): (a) the financial statements and notes of the Group are in accordance with the Corporations Act 2001, including: (i) giving a true and fair view of the Group's consolidated financial position as at 30 June 2023 and of its performance for the year ended on that date; and (ii) complying with the Accounting Standards and the Corporations Regulations 2001; (b) the Financial Report also complies with International Financial Reporting Standards as disclosed in note G; and (c) there are reasonable grounds to believe that the Group will be able to pay its debts as and when they become due and payable. This declaration has been made after receiving the declarations required to be made to the directors in accordance with section 295A of the Corporations Act 2001. Signed in accordance with a resolution of Directors. DDaavviidd FFoosstteerr Chairman Sydney 29 August 2023 105 105 147 THE STAR ENTERTAINMENT GROUP 2023 ANNUAL REPORT Ernst & Young 200 George Street Sydney NSW 2000 Aust ralia GPO Box 2646 Sydney NSW 2001 Ernst & Young 200 George Street Sydney NSW 2000 Aust ralia GPO Box 2646 Sydney NSW 2001 Tel: +61 2 9248 5555 Fax: +61 2 9248 5959 ey.com/au Tel: +61 2 9248 5555 Fax: +61 2 9248 5959 ey.com/au Independent Audit or’s r eport t o t he Members of The St ar Ent ert ainment Group Limit ed Independent Audit or’s r eport t o t he Members of The St ar Ent ert ainment Report on t he Audit of t he Financial Report Group Limit ed Opinion Report on t he Audit of t he Financial Report We have audited the financial report of The Star Entertainment Group Limited (the Company) and its subsidiaries (collectively the Group), which comprises the consolidated balance sheet as at 30 June Opinion 2023, the consolidated income statement, consolidated statement of changes in equity and We have audited the financial report of The Star Entertainment Group Limited (the Company) and its consolidated statement of cash flows for the year then ended, notes to the financial statements, subsidiaries (collectively the Group), which comprises the consolidated balance sheet as at 30 June including a summary of significant accounting policies, and the directors’ declaration. 2023, the consolidated income statement, consolidated statement of changes in equity and consolidated statement of cash flows for the year then ended, notes to the financial statements, In our opinion, the accompanying financial report of the Group is in accordance with the Corporations including a summary of significant accounting policies, and the directors’ declaration. Act 2001, including: In our opinion, the accompanying financial report of the Group is in accordance with the Corporations giving a true and fair view of the consolidated financial position of the Group as at 30 June 2023 a. Act 2001, including: and of its consolidated financial performance for the year ended on that date; and a. b. giving a true and fair view of the consolidated financial position of the Group as at 30 June 2023 complying with Australian Accounting Standards and the Corporations Regulations 2001. and of its consolidated financial performance for the year ended on that date; and complying with Australian Accounting Standards and the Corporations Regulations 2001. Basis f or opinion b. We conducted our audit in accordance with Australian Auditing Standards. Our responsibilities under those standards are further described in the Auditor’s responsibilities for the audit of the Financial Basis f or opinion Report section of our report. We are independent of the Group in accordance with the auditor We conducted our audit in accordance with Australian Auditing Standards. Our responsibilities under independence requirements of the Corporations Act 2001 and the ethical requirements of the those standards are further described in the Auditor’s responsibilities for the audit of the Financial Accounting Professional and Ethical Standards Board’s APES 110 Code of Ethics for Professional Report section of our report. We are independent of the Group in accordance with the auditor Accountants (including Independence Standards) (the Code) that are relevant to our audit of the independence requirements of the Corporations Act 2001 and the ethical requirements of the financial report in Australia. We have also fulfilled our ot her ethical responsibilities in accordance with Accounting Professional and Ethical Standards Board’s APES 110 Code of Ethics for Professional the Code. Accountants (including Independence Standards) (the Code) that are relevant to our audit of the financial report in Australia. We have also fulfilled our ot her ethical responsibilities in accordance with We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for the Code. our opinion. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for Material Uncertainties Relating to Going Concern our opinion. We draw attention to Note G of the financial report which outlines the Directors’ assessment of the Material Uncertainties Relating to Going Concern abilit y of t he Group to continue as a going concern. These matters indicate that material uncertainties exist that may cast significant doubt on the Company’s ability to continue as a going concern. Note G We draw attention to Note G of the financial report which outlines the Directors’ assessment of the describes the basis for the Directors’ assessment that the Group has the ability to continue as a going abilit y of t he Group to continue as a going concern. These matters indicate that material uncertainties concern and the actions they are planning to take to respond to these uncertainties. Our opinion is not exist that may cast significant doubt on the Company’s ability to continue as a going concern. Note G modified in respect of this matter. describes the basis for the Directors’ assessment that the Group has the ability to continue as a going concern and the actions they are planning to take to respond to these uncertainties. Our opinion is not modified in respect of this matter. A member firm of Ernst & Young Global Limited Liability limited by a scheme approved under Professional Standards Legislat ion A member firm of Ernst & Young Global Limited Liability limited by a scheme approved under Professional Standards Legislat ion 106 148 106 106 THE STAR ENTERTAINMENT GROUP 2023 ANNUAL REPORT Emphasis of Mat t er – Regulat ory and Legal Mat t ers Emphasis of Mat t er – Regulat ory and Legal Mat t ers We draw attention to the regulatory and legal matters disclosed in Note B7 of the financial report. Our opinion is not modified in respect of this matter. We draw attention to the regulatory and legal matters disclosed in Note B7 of the financial report. Our opinion is not modified in respect of this matter. Key Audit Mat t ers Key Audit Mat t ers Key audit matters are those matters that, in our professional judgment, were of most significance in our audit of the financial report of the current year. These matters were addressed in the context of our Key audit matters are those matters that, in our professional judgment, were of most significance in our audit of the financial report as a whole, and in forming our opinion thereon, but we do not provide a audit of the financial report of the current year. These matters were addressed in the context of our separate opinion on these matters. For each matter below, our description of how our audit addressed audit of the financial report as a whole, and in forming our opinion thereon, but we do not provide a the matter is provided in t hat context. In addition to the matter described in the Material Uncertainties separate opinion on these matters. For each matter below, our description of how our audit addressed Relating to Going Concern section, we have determined the matters described below to be the key audit the matter is provided in t hat context. In addition to the matter described in the Material Uncertainties matters to be communicated in our report. Relating to Going Concern section, we have determined the matters described below to be the key audit matters to be communicated in our report. We have fulfilled the responsibilities described in the Auditor’s responsibilities for the audit of the financial report section of our report, including in relation to these matters. Accordingly, our audit We have fulfilled the responsibilities described in the Auditor’s responsibilities for the audit of the included the performance of procedures designed to respond to our assessment of the risks of material financial report section of our report, including in relation to these matters. Accordingly, our audit misstatement of the financial report. The results of our audit procedures, including the procedures included the performance of procedures designed to respond to our assessment of the risks of material performed to address the matters below, provide the basis for our audit opinion on the accompanying misstatement of the financial report. The results of our audit procedures, including the procedures financial report. performed to address the matters below, provide the basis for our audit opinion on the accompanying financial report. Impairment t est ing of non-curr ent asset s Impairment t est ing of non-curr ent asset s Why significant Why significant The Group had non-current assets amounting to $3,008.8 million at 30 June 2023. The Group The Group had non-current assets amounting to performs an impairment assessment on an annual $3,008.8 million at 30 June 2023. The Group basis for goodwill and for other non-current assets, performs an impairment assessment on an annual when there are indicators of impairment. basis for goodwill and for other non-current assets, when there are indicators of impairment. The impairment test is performed using fair value less cost of disposal and includes significant assumptions, The impairment test is performed using fair value less judgements and estimates that are affected by cost of disposal and includes significant assumptions, expected future performance and market conditions judgements and estimates that are affected by such as cash flow forecasts, growt h rates, discount expected future performance and market conditions rates and terminal value assumptions. An impairment such as cash flow forecasts, growt h rates, discount rates and terminal value assumptions. An impairment expense of $2,167.8 million was recognised for the expense of $2,167.8 million was recognised for the year ended 30 June 2023. year ended 30 June 2023. Key assumptions, judgements and estimates used in Key assumptions, judgements and estimates used in the Group’s assessment of impairment of non-current the Group’s assessment of impairment of non-current assets are set out in Note B6 of the financial report assets are set out in Note B6 of the financial report with the impact on impairment of reasonable possible with the impact on impairment of reasonable possible changes in the assumptions. changes in the assumptions. At 30 June 2023, there was significantly higher At 30 June 2023, there was significantly higher estimation uncertainty in relation to impairment estimation uncertainty in relation to impairment testing due to the impact of ongoing regulatory and testing due to the impact of ongoing regulatory and legal matters. The impact of potential outcomes from legal matters. The impact of potential outcomes from the ongoing regulatory and legal set out in Note B7, on the ongoing regulatory and legal set out in Note B7, on How our audit addressed t he key audit mat t er How our audit addressed t he key audit mat t er Our audit procedures included the following: Our audit procedures included the following: - - these these Evaluated the appropriateness of the Cash Generating Units (CGUs) used by the Evaluated the appropriateness of the Cash Group in their impairment assessment and Generating Units (CGUs) used by the the allocation of assets and cash flows to Group in their impairment assessment and these CGUs. the allocation of assets and cash flows to these CGUs. Evaluated the cash flow forecasts, which supported the recoverable value of the Evaluated the cash flow forecasts, which impairment non-current assets and supported the recoverable value of the recognised. non-current assets and impairment recognised. to Board Compared Compared to Board approved budgets. We also considered the approved budgets. We also considered the historical accuracy of the Group’s cash historical accuracy of the Group’s cash flow forecasting and budgeting processes. flow forecasting and budgeting processes. Involved our valuation specialists to assess Involved our valuation specialists to assess testing whether testing whether methodology applied was in accordance methodology applied was in accordance with Aust ralian Accounting Standards and with Aust ralian Accounting Standards and to evaluate the key assumptions applied in to evaluate the key assumptions applied in the impairment models which included the impairment models which included growth rates, t erminal value assumptions, growth rates, t erminal value assumptions, and discount rates which included the and discount rates which included the impairment impairment forecasts forecasts the the - - - - - - A member firm of Ernst & Young Global Limited Liability limited by a scheme approved under Professional Standards Legislat ion A member firm of Ernst & Young Global Limited Liability limited by a scheme approved under Professional Standards Legislat ion 107 107 107 149 THE STAR ENTERTAINMENT GROUP 2023 ANNUAL REPORT Ernst & Young 200 George Street Sydney NSW 2000 Aust ralia GPO Box 2646 Sydney NSW 2001 Tel: +61 2 9248 5555 Fax: +61 2 9248 5959 ey.com/au - to relating the ongoing How our audit addressed t he key audit mat t er Independent Audit or’s r eport t o t he Members of The St ar Ent ert ainment Why significant Group Limit ed cash flows increases the risk of inaccurate forecasts uncertainty regulatory and legal matters. and results in a significantly wider range of possible Report on t he Audit of t he Financial Report outcomes to consider. Tested whether the models used were Accordingly, we considered this a key audit matter. mathematically accurate and that the Opinion For the same reasons, we consider it important that impairment correctly We have audited the financial report of The Star Entertainment Group Limited (the Company) and its attention is drawn to the information in Notes B4, B5 recorded in the financial statements. subsidiaries (collectively the Group), which comprises the consolidated balance sheet as at 30 June and B6 of the financial report on management’s Performed sensitivity analysis on the key 2023, the consolidated income statement, consolidated statement of changes in equity and assessment of the impairment testing of goodwill at 30 assumptions to ascertain the extent to consolidated statement of cash flows for the year then ended, notes to the financial statements, June 2023. which changes in those assumptions could including a summary of significant accounting policies, and the directors’ declaration. result further impairment in impairment. In our opinion, the accompanying financial report of the Group is in accordance with the Corporations Act 2001, including: Assessed the adequacy of the disclosures included in Notes B4, B5 and B6 of the financial report, and in particular those giving a true and fair view of the consolidated financial position of the Group as at 30 June 2023 relating to the cash flow forecasts. and of its consolidated financial performance for the year ended on that date; and expense was or a. - - b. complying with Australian Accounting Standards and the Corporations Regulations 2001. Our audit procedures included the following: - Basis f or opinion Provisions, Cont ingent Liabilit ies and Regulat ory Mat t ers We conducted our audit in accordance with Australian Auditing Standards. Our responsibilities under Why significant How our audit addressed t he key audit mat t er those standards are further described in the Auditor’s responsibilities for the audit of the Financial Report section of our report. We are independent of the Group in accordance with the auditor As disclosed in Note B7, the Group is subject to a independence requirements of the Corporations Act 2001 and the ethical requirements of the number of significant pending and ongoing regulatory Accounting Professional and Ethical Standards Board’s APES 110 Code of Ethics for Professional and legal matters. Accountants (including Independence Standards) (the Code) that are relevant to our audit of the There is complexity in relation to the assessment of financial report in Australia. We have also fulfilled our ot her ethical responsibilities in accordance with these matters and uncertainty as to the outcome and the Code. future economic outflow quantification of any associated wit h each of these matters. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for Australian Accounting Standards (accounting our opinion. standards) provide criteria for the recognition of liabilities and disclosure of contingent liabilities for Material Uncertainties Relating to Going Concern such matters. We draw attention to Note G of the financial report which outlines the Directors’ assessment of the The application of these standards required significant abilit y of t he Group to continue as a going concern. These matters indicate that material uncertainties judgement in determining whether present obligations exist that may cast significant doubt on the Company’s ability to continue as a going concern. Note G existed at balance date, whether it was probable a describes the basis for the Directors’ assessment that the Group has the ability to continue as a going future outflow of funds will occur and whether the concern and the actions they are planning to take to respond to these uncertainties. Our opinion is not provisions could be reliably measured and the extent modified in respect of this matter. of required contingent liability disclosures where these conditions were considered not to be met . Where a provision is recognised as disclosed in Note B7, in estimating the provision. Accordingly, we considered this to be a key audit matter. Evaluated the Group’s assessment as to whether present obligations exist arising from past events based on the available facts and circumstances in relation t o these matters. In order to assess the facts and circumstances, the underlying documentation prepared by the Group’s internal and external solicit ors, and other relevant documents. Held discussions with senior management, reviewed Board of Directors and Board Committee reviewed correspondence with regulators (where applicable) and attended Audit Committee and Risk Committee meetings to understand key legal regulatory, compliance, and matters. Inspected legal correspondence and legal opinions and considered their content together with the information we obtained from our other procedures. Where required we held inquiries with the Group’s internal and external legal counsel. judgement required is significant considered minutes, there we - - A member firm of Ernst & Young Global Limited Liability limited by a scheme approved under Professional Standards Legislat ion A member firm of Ernst & Young Global Limited Liability limited by a scheme approved under Professional Standards Legislat ion 108 150 106 108 THE STAR ENTERTAINMENT GROUP 2023 ANNUAL REPORT Emphasis of Mat t er – Regulat ory and Legal Mat t ers Why significant How our audit addressed t he key audit mat t er We draw attention to the regulatory and legal matters disclosed in Note B7 of the financial report. Our opinion is not modified in respect of this matter. Key Audit Mat t ers Key audit matters are those matters that, in our professional judgment, were of most significance in our audit of the financial report of the current year. These matters were addressed in the context of our audit of the financial report as a whole, and in forming our opinion thereon, but we do not provide a separate opinion on these matters. For each matter below, our description of how our audit addressed the matter is provided in t hat context. In addition to the matter described in the Material Uncertainties Relating to Going Concern section, we have determined the matters described below to be the key audit matters to be communicated in our report. - Where the Group determined that a present obligation existed, we assessed the basis for reliable measurement of the provision in accordance with accounting standards, including matters such as probabilit y of out flow, amounts and timing, and our understanding of the matter from our procedures. We have fulfilled the responsibilities described in the Auditor’s responsibilities for the audit of the financial report section of our report, including in relation to these matters. Accordingly, our audit included the performance of procedures designed to respond to our assessment of the risks of material misstatement of the financial report. The results of our audit procedures, including the procedures performed to address the matters below, provide the basis for our audit opinion on the accompanying financial report. Our forensic specialists were involved in the performance of cert ain of t hese procedures, where considered appropriate. - Where a provision was recognised, we assessed the basis for the estimate and the calculation of the provisions. Assessed the disclosures within the financial report related to these provisions and the contingent liabilit y disclosures. - Impairment t est ing of non-curr ent asset s Why significant The Group had non-current assets amounting to $3,008.8 million at 30 June 2023. The Group performs an impairment assessment on an annual basis for goodwill and for other non-current assets, when there are indicators of impairment. The impairment test is performed using fair value less cost of disposal and includes significant assumptions, judgements and estimates that are affected by expected future performance and market conditions such as cash flow forecasts, growt h rates, discount rates and terminal value assumptions. An impairment expense of $2,167.8 million was recognised for the year ended 30 June 2023. Key assumptions, judgements and estimates used in the Group’s assessment of impairment of non-current assets are set out in Note B6 of the financial report with the impact on impairment of reasonable possible changes in the assumptions. At 30 June 2023, there was significantly higher estimation uncertainty in relation to impairment testing due to the impact of ongoing regulatory and legal matters. The impact of potential outcomes from the ongoing regulatory and legal set out in Note B7, on How our audit addressed t he key audit mat t er Our audit procedures included the following: - Evaluated the appropriateness of the Cash Generating Units (CGUs) used by the Group in their impairment assessment and the allocation of assets and cash flows to these CGUs. Evaluated the cash flow forecasts, which supported the recoverable value of the impairment non-current assets and recognised. these forecasts Compared to Board approved budgets. We also considered the historical accuracy of the Group’s cash flow forecasting and budgeting processes. Involved our valuation specialists to assess whether testing methodology applied was in accordance with Aust ralian Accounting Standards and to evaluate the key assumptions applied in the impairment models which included growth rates, t erminal value assumptions, and discount rates which included the impairment the - - - A member firm of Ernst & Young Global Limited Liability limited by a scheme approved under Professional Standards Legislat ion A member firm of Ernst & Young Global Limited Liability limited by a scheme approved under Professional Standards Legislat ion 107 109 109 151 THE STAR ENTERTAINMENT GROUP 2023 ANNUAL REPORT Ernst & Young 200 George Street Sydney NSW 2000 Aust ralia GPO Box 2646 Sydney NSW 2001 Tel: +61 2 9248 5555 Fax: +61 2 9248 5959 ey.com/au Independent Audit or’s r eport t o t he Members of The St ar Ent ert ainment Informat ion Ot her t han t he Financial Report and Audit or’s Report Thereon Group Limit ed The directors are responsible for the other information. The other information comprises the information included in the Group’s 2023 annual report other than the financial report and our auditor’s report thereon. We obtained the directors’ report that is to be included in the annual report, prior to the Report on t he Audit of t he Financial Report date of this auditor’s report, and we expect to obtain the remaining sections of the Annual Report after the date of this auditor’s report. Opinion We have audited the financial report of The Star Entertainment Group Limited (the Company) and its Our opinion on the financial report does not cover the other information and we do not and will not subsidiaries (collectively the Group), which comprises the consolidated balance sheet as at 30 June express any form of assurance conclusion thereon, with the exception of the Remuneration Report and 2023, the consolidated income statement, consolidated statement of changes in equity and our related assurance opinion. consolidated statement of cash flows for the year then ended, notes to the financial statements, including a summary of significant accounting policies, and the directors’ declaration. In connection with our audit of the financial report, our responsibilit y is to read the other information and, in doing so, consider whether the other information is materially inconsistent with the financial In our opinion, the accompanying financial report of the Group is in accordance with the Corporations report or our knowledge obtained in the audit or otherwise appears to be materially misstated. Act 2001, including: If, based on the work we have performed on the other information obtained prior to the date of this auditor’s report, we conclude that there is a material misstatement of this other information, we are giving a true and fair view of the consolidated financial position of the Group as at 30 June 2023 a. required to report that fact. We have nothing to report in this regard. and of its consolidated financial performance for the year ended on that date; and complying with Australian Accounting Standards and the Corporations Regulations 2001. Responsibilit ies of t he Direct ors for t he Financial Report b. The directors of the Company are responsible for the preparation of the financial report that gives a Basis f or opinion true and fair view in accordance with Australian Accounting Standards and the Corporations Act 2001 and for such internal control as the directors determine is necessary to enable the preparation of the We conducted our audit in accordance with Australian Auditing Standards. Our responsibilities under financial report t hat gives a true and fair view and is free from material misstatement, whether due t o those standards are further described in the Auditor’s responsibilities for the audit of the Financial fraud or error. Report section of our report. We are independent of the Group in accordance with the auditor independence requirements of the Corporations Act 2001 and the ethical requirements of the In preparing the financial report, the directors are responsible for assessing the Group’s ability to Accounting Professional and Ethical Standards Board’s APES 110 Code of Ethics for Professional continue as a going concern, disclosing, as applicable, matters relating t o going concern and using the Accountants (including Independence Standards) (the Code) that are relevant to our audit of the going concern basis of accounting unless t he directors either intend to liquidate the Group or to cease financial report in Australia. We have also fulfilled our ot her ethical responsibilities in accordance with operations, or have no realistic alternative but to do so. the Code. Audit or’s Responsibilit ies for t he Audit of t he Financial Report We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our opinion. Our objectives are to obtain reasonable assurance about whether the financial report as a whole is free from material misstatement, whether due to fraud or error, and to issue an auditor’s report that includes Material Uncertainties Relating to Going Concern our opinion. Reasonable assurance is a high level of assurance, but is not a guarantee that an audit conducted in with the Australian Auditing Standards will always detect a material misstatement when it We draw attention to Note G of the financial report which outlines the Directors’ assessment of the exists. Misstatements can arise from fraud or error and are considered material if, individually or in the abilit y of t he Group to continue as a going concern. These matters indicate that material uncertainties aggregate, they could reasonably be expected to influence the economic decisions of users taken on exist that may cast significant doubt on the Company’s ability to continue as a going concern. Note G the basis of this financial report. describes the basis for the Directors’ assessment that the Group has the ability to continue as a going concern and the actions they are planning to take to respond to these uncertainties. Our opinion is not As part of an audit in accordance with the Australian Auditing Standards, we exercise professional modified in respect of this matter. judgment and maintain professional scepticism throughout the audit. We also:  Identify and assess the risks of material misstatement of the financial report, whether due to fraud or error, design and perform audit procedures responsive to those risks, and obtain audit evidence that is sufficient and accordance appropriate to provide a basis for our opinion. The risk of not detecting a material misstatement resulting from fraud is higher than for one resulting from error, as fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal control. A member firm of Ernst & Young Global Limited Liability limited by a scheme approved under Professional Standards Legislat ion A member firm of Ernst & Young Global Limited Liability limited by a scheme approved under Professional Standards Legislat ion 110 152 106 110 THE STAR ENTERTAINMENT GROUP 2023 ANNUAL REPORT Emphasis of Mat t er – Regulat ory and Legal Mat t ers Obtain an understanding of internal control relevant to the audit in order to design audit procedures  We draw attention to the regulatory and legal matters disclosed in Note B7 of the financial report. Our that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the opinion is not modified in respect of this matter. effectiveness of the Group’s internal control. Evaluate the appropriateness of accounting policies used and the reasonableness of accounting estimates and related disclosures made by the directors. Key Audit Mat t ers  Key audit matters are those matters that, in our professional judgment, were of most significance in our audit of the financial report of the current year. These matters were addressed in the context of our Conclude on the appropriateness of the directors’ use of the going concern basis of accounting  audit of the financial report as a whole, and in forming our opinion thereon, but we do not provide a and, based on the audit evidence obtained, whether a material uncertainty exists related to events separate opinion on these matters. For each matter below, our description of how our audit addressed or conditions that may cast significant doubt on the Group’s ability to continue as a going concern. the matter is provided in t hat context. In addition to the matter described in the Material Uncertainties If we conclude that a material uncertainty exists, we are required to draw attention in our auditor’s Relating to Going Concern section, we have determined the matters described below to be the key audit report to the related disclosures in the financial report or, if such disclosures are inadequate, to matters to be communicated in our report. modify our opinion. Our conclusions are based on the audit evidence obtained up to the date of our auditor’s report. However, future events or conditions may cause the Group to cease to continue as a going concern. We have fulfilled the responsibilities described in the Auditor’s responsibilities for the audit of the financial report section of our report, including in relation to these matters. Accordingly, our audit included the performance of procedures designed to respond to our assessment of the risks of material  misstatement of the financial report. The results of our audit procedures, including the procedures performed to address the matters below, provide the basis for our audit opinion on the accompanying financial report. Evaluate the overall presentation, st ructure and content of the financial report, including the disclosures, and whether the financial report represents the underlying transactions and events in a manner that achieves fair presentation.  Impairment t est ing of non-curr ent asset s Obtain sufficient appropriate audit evidence regarding the financial information of the entities or business activities within the Group to express an opinion on the financial report. We are responsible for the direction, supervision and performance of the Group audit. We remain solely responsible for our audit opinion. Why significant How our audit addressed t he key audit mat t er - We communicate with the directors regarding, among other matters, the planned scope and timing of Our audit procedures included the following: the audit and significant audit findings, including any significant deficiencies in internal control that we - identify during our audit. The Group had non-current assets amounting to $3,008.8 million at 30 June 2023. The Group performs an impairment assessment on an annual basis for goodwill and for other non-current assets, when there are indicators of impairment. We also provide the directors wit h a statement that we have complied wit h relevant ethical requirements regarding independence, and to communicate with them all relationships and other matters that may reasonably be thought to bear on our independence, and where applicable, actions taken to eliminate threats or safeguards applied. Evaluated the appropriateness of the Cash Generating Units (CGUs) used by the Group in their impairment assessment and the allocation of assets and cash flows to these CGUs. Evaluated the cash flow forecasts, which supported the recoverable value of the impairment non-current assets and recognised. From the matters communicated to the directors, we determine those matters that were of most significance in the audit of the financial report of the current year and are therefore the key audit matters. We describe these matters in our auditor’s report unless law or regulation precludes public disclosure about the matter or when, in extremely rare circumstances, we determine that a matter should not be communicated in our report because the adverse consequences of doing so would reasonably be expected to outweigh the public interest benefits of such communication. The impairment test is performed using fair value less cost of disposal and includes significant assumptions, judgements and estimates that are affected by expected future performance and market conditions such as cash flow forecasts, growt h rates, discount rates and terminal value assumptions. An impairment expense of $2,167.8 million was recognised for the year ended 30 June 2023. Key assumptions, judgements and estimates used in the Group’s assessment of impairment of non-current assets are set out in Note B6 of the financial report with the impact on impairment of reasonable possible changes in the assumptions. At 30 June 2023, there was significantly higher estimation uncertainty in relation to impairment testing due to the impact of ongoing regulatory and legal matters. The impact of potential outcomes from the ongoing regulatory and legal set out in Note B7, on Compared to Board approved budgets. We also considered the historical accuracy of the Group’s cash flow forecasting and budgeting processes. Involved our valuation specialists to assess whether testing methodology applied was in accordance with Aust ralian Accounting Standards and to evaluate the key assumptions applied in the impairment models which included growth rates, t erminal value assumptions, and discount rates which included the impairment forecasts these the - - A member firm of Ernst & Young Global Limited Liability limited by a scheme approved under Professional Standards Legislat ion A member firm of Ernst & Young Global Limited Liability limited by a scheme approved under Professional Standards Legislat ion 107 111 111 153 THE STAR ENTERTAINMENT GROUP 2023 ANNUAL REPORT Ernst & Young 200 George Street Sydney NSW 2000 Aust ralia GPO Box 2646 Sydney NSW 2001 Tel: +61 2 9248 5555 Fax: +61 2 9248 5959 ey.com/au Independent Audit or’s r eport t o t he Members of The St ar Ent ert ainment Report on t he audit of t he Remunerat ion Report Group Limit ed Opinion on t he Remunerat ion Report Report on t he Audit of t he Financial Report We have audited the Remuneration Report included in pages 27 to 45 of the directors’ report for the year ended 30 June 2023. Opinion In our opinion, the Remuneration Report of The Star Entertainment Group Limited for the year ended We have audited the financial report of The Star Entertainment Group Limited (the Company) and its 30 June 2023, complies with section 300A of the Corporations Act 2001. subsidiaries (collectively the Group), which comprises the consolidated balance sheet as at 30 June 2023, the consolidated income statement, consolidated statement of changes in equity and Responsibilit ies consolidated statement of cash flows for the year then ended, notes to the financial statements, The directors of the Company are responsible for the preparation and presentation of the Remuneration including a summary of significant accounting policies, and the directors’ declaration. Report in accordance with section 300A of the Corporations Act 2001. Our responsibility is t o express an opinion on the Remuneration Report, based on our audit conducted in accordance wit h Australian In our opinion, the accompanying financial report of the Group is in accordance with the Corporations Auditing Standards. Act 2001, including: a. giving a true and fair view of the consolidated financial position of the Group as at 30 June 2023 and of its consolidated financial performance for the year ended on that date; and b. complying with Australian Accounting Standards and the Corporations Regulations 2001. Basis f or opinion We conducted our audit in accordance with Australian Auditing Standards. Our responsibilities under Ernst & Young those standards are further described in the Auditor’s responsibilities for the audit of the Financial Report section of our report. We are independent of the Group in accordance with the auditor independence requirements of the Corporations Act 2001 and the ethical requirements of the Accounting Professional and Ethical Standards Board’s APES 110 Code of Ethics for Professional Accountants (including Independence Standards) (the Code) that are relevant to our audit of the financial report in Australia. We have also fulfilled our ot her ethical responsibilities in accordance with the Code. Scott Jarrett We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for Partner our opinion. Sydney 29 August 2023 Material Uncertainties Relating to Going Concern We draw attention to Note G of the financial report which outlines the Directors’ assessment of the abilit y of t he Group to continue as a going concern. These matters indicate that material uncertainties exist that may cast significant doubt on the Company’s ability to continue as a going concern. Note G describes the basis for the Directors’ assessment that the Group has the ability to continue as a going concern and the actions they are planning to take to respond to these uncertainties. Our opinion is not modified in respect of this matter. A member firm of Ernst & Young Global Limited Liability limited by a scheme approved under Professional Standards Legislat ion A member firm of Ernst & Young Global Limited Liability limited by a scheme approved under Professional Standards Legislat ion 112 154 106 112 THE STAR ENTERTAINMENT GROUP 2023 ANNUAL REPORT SHAREHOLDER INFORMATION ORDINARY SHARE CAPITAL The Star Entertainment Group Limited has 1,618,680,877 fully paid ordinary shares on issue. SHAREHOLDING RESTRICTIONS The Star Entertainment Group’s Constitution, as well as certain legislation, and agreements entered into with the New South Wales and Queensland gaming regulators, contain certain restrictions prohibiting an individual from having a voting power of more than 10% in The Star Entertainment Group without prior written approval. The Star Entertainment Group may refuse to register any transfer of shares which would contravene these shareholding restrictions or require divestiture of the shares that cause an individual to exceed the shareholding restrictions. In July 2012, written consent was granted by the New South Wales Independent Liquor and Gaming Authority and the relevant Queensland Minister for Perpetual Investment Management Limited to increase its shareholding in The  Star Entertainment Group from 10% up to a maximum of 15% of issued shares. VOTING RIGHTS All ordinary shares issued by The Star Entertainment Group carry one vote per share. Performance rights do not carry any voting rights. Gambling legislation in New South Wales and Queensland and The Star Entertainment Group’s Constitution contain provisions regulating the exercise of voting rights by persons with prohibited shareholding interests, as well as the regulation of shareholding interests. As at 28 August 2023 The relevant Minister has the power to request information to determine whether a person has a prohibited shareholding interest. If a person fails to furnish these details within the time specified or, in the opinion of the Minister, the information is false or misleading, then the Minister can declare the voting rights of those shares suspended. Failure to comply with gambling legislation in New South Wales and Queensland or The Star Entertainment Group’s Constitution, including the shareholder restrictions mentioned above, may result in suspension of voting rights. EQUITY PLACEMENT On 29 March 2018, The Star Entertainment Group announced that: a. it had entered into a subscription agreement dated 28 March 2018 with its joint venture partners, Chow Tai Fook Enterprises Limited (CTF) and Far East Consortium International Limited (FEC) (Subscription Agreement) under which the respective nominated entities of each of CTF and FEC separately acquire 45,825,000 new fully paid ordinary shares in The Star Entertainment Group (equivalent to a 4.99% stake each) at $5.35 per share, for a total consideration of $245,163,750 each; and b. in addition to existing agreements, The Star Entertainment Group had entered into a Strategic Alliance Agreement with CTF and FEC which provides a framework for the three parties to work together further to grow The Star Entertainment Group’s properties and businesses, collaborate on potentially mutually beneficial development opportunities and establish a marketing alliance (Strategic Alliance). In accordance with the terms of the Subscription Agreement, 45,825,000 new fully paid ordinary shares were issued to each of the respective nominated entities of CTF and FEC on 16 April 2018. 155 THE STAR ENTERTAINMENT GROUP 2023 ANNUAL REPORT SHAREHOLDER INFORMATION (CONTINUED) On 20 March 2023, there was a change in the interests of the following nominated entities of CTF and FEC, each being a substantial shareholder of The Star Entertainment Group, with relevant interests held between them increasing to 161,107,816 ordinary shares, representing 9.95% of the voting power in The Star Entertainment Group: 1. Firmament Investment Pte. Ltd. and its associated entities (holding 80,553,908 ordinary shares, representing 4.977% of the voting power in the Company); and 2. Far East Consortium International Limited, its controlled entities and its associated entities (holding 80,553,908 ordinary shares, representing 4.977% of the voting power in the Company). The change in relevant interests relates to the issuance of new shares to entities associated with CTF and FEC under the placement and institutional entitlement offer, with participation on the retail entitlement offer timetable, pursuant to the equity raising announced by The Star Entertainment Group on 23 February 2023. TOP-UP RIGHT The Subscription Agreement grants to CTF and FEC certain top-up rights that entitles each of them to participate in future equity raisings undertaken by The Star Entertainment Group during the term of the Strategic Alliance in order to maintain their pre-equity raising ownership interests (Top-Up Right). The ASX has granted The Star Entertainment Group a waiver from Listing Rule 6.18 which prohibits an entity from granting an option exercisable over a percentage of the entity’s capital. The waiver granted by ASX permits CTF and FEC (and their nominees) to maintain, by way of a right to participate in any issue of shares or to subscribe for shares, their percentage relevant interest in the issued share capital of The Star Entertainment Group in respect of a diluting event. The waiver from Listing Rule 6.18 is subject to the terms and conditions imposed by ASX which are set out in The Star Entertainment Group’s ASX Announcement dated 21 May 2018, including a requirement that a summary of the Top-Up Right be included in each Annual Report. 156 In accordance with the Top-Up Right, if The Star Entertainment Group undertakes an equity raising during the term of the Strategic Alliance which would result in The Star Entertainment Group issuing 1% or more of its share capital (or would have such an effect in the case of an issue of convertible securities) (Equity Raising), then The Star Entertainment Group must give each of CTF and FEC (or their respective nominees) an opportunity to participate in the Equity Raising on a basis that allows them to maintain their pre-Equity Raising shareholding percentage. CTF and FEC (or their respective nominees) will be entitled to participate in the Equity Raising on the same terms and conditions (including price) as all other participants in the Equity Raising. The Top-Up Right does not operate in respect of issues of securities: • under a dividend or distribution plan; • under an employee incentive scheme (including on the conversion of any convertible securities issued under any such scheme); • pursuant to any takeover bid or scheme of arrangement; or • as consideration for the acquisition of an asset by The Star Entertainment Group or any of its related bodies corporate. The Top-Up Right will automatically terminate in circumstances where: • CTF or FEC or their respective nominees and affiliates (as applicable) cease to hold the shares issued under the Subscription Agreement; or • the waiver of ASX Listing Rule 6.18 ceases to apply (either as a result of the lapse of time or CTF or FEC no longer complying with the terms and conditions of the waiver), whichever occurs first. If the Top-Up Right ceases or terminates, and The Star Entertainment Group undertakes an Equity Raising then (subject to any applicable laws, rules or regulations) it must consider making (but is not obliged to make) an offer to CTF and FEC (or their respective nominees) to participate in the Equity Raising on a basis that allows them to maintain their pre-Equity Raising shareholding percentage. THE STAR ENTERTAINMENT GROUP 2023 ANNUAL REPORT SUBSTANTIAL SHAREHOLDERS The following is a summary of the substantial shareholders as at 28 August 2023 pursuant to notices lodged with ASX in accordance with section 671B of the Corporations Act 2001 (Cth): 4.977% 4.977% 6.01% 9.97% NAME Firmament Investment Pte. Ltd. and its associated entities Far East Consortium International Limited and its controlled entities DATE OF INTEREST NUMBER OF ORDINARY SHARES(i) % OF ISSUED CAPITAL(ii) 20 March 2023 80,553,908 20 March 2023 80,553,908 State Street Corporation and subsidiaries 29 May 2023 Bruce Lawrence Mathieson, Bruce Joseph Mathieson, and Investment Holdings Pty Ltd ATF Investment Holdings Unit Trust 27 February 2023 97,315,818 94,952,796 Perpetual Limited and its related bodies corporate 20 June 2023 112,035,592 6.921% (i) As disclosed in the last notice lodged with the ASX by the substantial shareholder. (ii) The percentage set out in the notice lodged with the ASX is based on the total issued share capital of The Star Entertainment Group Limited at the date of interest. LESS THAN MARKETABLE PARCELS There were 34,318 shareholders holding less than a marketable parcel of 530 ordinary shares (valued at $500 or less, based on a market price of $0.945) at the close of trading on 28 August 2023 and they hold a total of 7,322,995 ordinary shares. SECURITIES PURCHASED ON-MARKET The following securities were purchased on-market during the financial year for the purposes of The Star Entertainment Group’s employee share plans, namely, the General Employee Share Plan, the Tax Exempt Plan, the Short Term Performance Plan, and the Equity Retention Plan. Ordinary Shares Ordinary Shares NUMBER OF SHARES PURCHASED 1,127,531 1,127,530 AVERAGE PRICE PAID PER SHARE $2.757841 $2.872165 157 THE STAR ENTERTAINMENT GROUP 2023 ANNUAL REPORT SHAREHOLDER INFORMATION (CONTINUED) TWENTY LARGEST REGISTERED SHAREHOLDERS — ORDINARY SHARES* RANK NAME NUMBER OF SHARES HELD % OF ISSUED CAPITAL 1. 2. 3. 4. 5. 6. 7. 8. 9. 10. 11. 12. 13. 14. 15. 16. 17. 18. 19. CITICORP NOMINEES PTY LIMITED HSBC CUSTODY NOMINEES (AUSTRALIA) LIMITED J P MORGAN NOMINEES AUSTRALIA PTY LIMITED INVESTMENT HOLDINGS PTY LTD NATIONAL NOMINEES LIMITED BNP PARIBAS NOMS PTY LTD MCNEIL NOMINEES PTY LIMITED HSBC CUSTODY NOMINEES (AUSTRALIA) LIMITED - A/C 2 WASHINGTON H SOUL PATTINSON AND COMPANY LIMITED ARGO INVESTMENTS LIMITED UBS NOMINEES PTY LTD CONTANGO NOMINEES PTY LIMITED BNP PARIBAS NOMINEES PTY LTD BARCLAYS BNP PARIBAS NOMINEES PTY LTD HUB24 CUSTODIAL SERV LTD CITICORP NOMINEES PTY LIMITED GLENN HARGRAVES INVESTMENTS PTY LTD TELUNAPA PTY LTD PACIFIC CUSTODIANS PTY LIMITED HSBC CUSTODY NOMINEES (AUSTRALIA) LIMITED - GSI EDA 20. N & B ELIAS HOLDINGS PTY LTD 409,886,226 290,739,981 163,708,448 161,676,220 71,679,363 26,053,859 24,492,575 23,805,345 19,358,141 15,500,000 13,057,623 10,000,000 6,478,385 6,469,708 6,323,524 5,960,000 4,610,000 4,572,965 3,593,796 3,548,779 25.32% 17.96% 10.11% 9.99% 4.43% 1.61% 1.51% 1.47% 1.20% 0.96% 0.81% 0.62% 0.40% 0.40% 0.39% 0.37% 0.28% 0.28% 0.22% 0.22% Total of top 20 registered shareholders 1,271,514,938 78.55% * on a grouped basis DISTRIBUTION OF SECURITIES HELD ORDINARY SHARES PERFORMANCE RIGHTS1 Range of Holding 1 to 1,000 1,001 to 5,000 5,001 to 10,000 10,001 to 100,000 100,001 and over No. of Holders 44,535 19,694 4,011 4,431 395 No. of securities 15,291,961 44,238,670 29,582,188 120,467,450 1,409,100,608 Total 73,066 1,618,680,877 % of total ordinary shares 0.95% 2.73% 1.83% 7.44% 87.05% 100.00% No. of Holders No. of securities % of total performance rights 0 0 0 12 10 22 0 0 0 819,526 3,217,037 0.00% 0.00% 0.00% 20.30% 79.70% 4,036,563 100.00% 1 Performance Rights were issued under the Long Term Incentive Plan (refer to the Remuneration Report for more information). VOLUNTARY ESCROW There are no securities under voluntary escrow. SHARE BUY-BACKS There is no current or planned buy-back of The Star Entertainment Group’s shares. 158 THE STAR ENTERTAINMENT GROUP 2023 ANNUAL REPORT CORPORATE INFORMATION ANNUAL REPORT SHAREHOLDER ENQUIRIES This Annual Report is available on-line from The Star Entertainment Group’s website at www.starentertainmentgroup.com.au/ annual-reports. Annual Reports will only be sent to those shareholders who have requested to receive a copy. Shareholders who no longer wish to receive a hard copy of the Annual Report or wish to receive the Annual Report electronically are encouraged to contact the share registry. This will assist with reducing the costs of production of the hard copy of the Annual Report. WEBSITE The Star Entertainment Group’s website at www.starentertainmentgroup.com.au offers investors a wide range of information regarding its activities and performance, including Annual Reports, interim and full year financial results, webcasts of results and Annual General Meeting presentations, major news releases and other company statements. SHAREHOLDER RELATIONS Investors seeking more information about the Company are invited to contact The Star Entertainment Group’s Shareholder Relations Team: Address: GPO Box 13348 George Street Post Shop Brisbane QLD 4003 Telephone: +61 7 3228 0000 Facsimile: +61 7 3228 0099 Email: investor@star.com.au Investors seeking information about their shares in The Star Entertainment Group should contact The Star Entertainment Group’s share registry. Investors should have their Shareholder Reference Number (SRN) or Holder Identification Number (HIN) available to assist the share registry in responding to their enquiries. SHARE REGISTRY Link Market Services Limited Address: Postal address: Level 12, 680 George Street Sydney NSW 2000 The Star Entertainment Group Limited C/- Link Market Services Limited Locked Bag A14 Sydney South NSW 1235 Australia Telephone: +61 1300 880 923 (toll free within Australia) Facsimile: +61 2 9287 0303 E-mail: starentertainment@ linkmarketservices.com.au Website: www.linkmarketservices.com.au GENERAL ENQUIRIES Investor information is available on The Star Entertainment Group’s website at www.starentertainmentgroup.com.au, including major announcements, Annual Reports, and general company information. 159 THE STAR ENTERTAINMENT GROUP 2023 ANNUAL REPORT CORPORATE INFORMATION (CONTINUED) INDICATIVE KEY DATES FOR FY24* FY24 Half Year Results Announcement: 21 February 2024 2024 Financial Year End: 30 June 2024 FY24 Full Year Results Announcement: 26 August 2024 2024 Annual General Meeting: 30 October 2024 *Dates are subject to change 2023 CORPORATE GOVERNANCE STATEMENT The 2023 Corporate Governance Statement can be found on The Star Entertainment Group’s website at www.starentertainmentgroup.com.au/ corporate-governance. 2023 ANNUAL GENERAL MEETING The Annual General Meeting of The Star Entertainment Group Limited will be held on Thursday 9 November 2023 in the Theatre at The Star Gold Coast, Broadbeach Island, Broadbeach, Queensland. Information and guidance on how to join the Annual General Meeting will be made available with the Notice of Meeting on The Star Entertainment Group’s website at www.starentertainmentgroup.com.au/ annual-general-meetings. 160 THE STAR ENTERTAINMENT GROUP 2023 ANNUAL REPORT COMPANY DIRECTORY ABOUT THIS ANNUAL REPORT REGISTERED OFFICE The Star Entertainment Group Limited Level 3, 159 William Street Brisbane QLD 4000 Telephone: + 61 7 3228 0000 Facsimile: + 61 7 3228 0099 Email: investor@star.com.au WEBSITE www.starentertainmentgroup.com.au NEW SOUTH WALES OFFICE Level 3, 60 Union Street Pyrmont NSW 2009 Telephone: + 61 2 9657 7600 QUEENSLAND OFFICE Level 3, 159 William Street Brisbane QLD 4000 Telephone: + 61 7 3228 0000 STOCK EXCHANGE LISTING The Star Entertainment Group’s securities are quoted on the Australian Securities Exchange (ASX) under the share code “SGR”. THE STAR SYDNEY 80 Pyrmont Street Pyrmont NSW 2009 Reservations: 1800 700 700 Telephone: + 61 2 9777 9000 www.thestarsydney.com.au THE STAR GOLD COAST Broadbeach Island Broadbeach QLD 4218 Reservations: 1800 074 344 Telephone: + 61 7 5592 8100 www.thestargoldcoast.com.au TREASURY CASINO AND HOTEL BRISBANE George Street Brisbane QLD 4000 Reservations: 1800 506 889 Telephone: + 61 7 3306 8888 www.treasurybrisbane.com.au QUEEN’S WHARF BRISBANE General Enquiries Telephone: 1800 104 535 Email: qwbenquiries@destinationbrisbane.com.au www.queenswharfbrisbane.com.au AUDITOR Ernst & Young CURRENCY References to currency in this Annual Report are in Australian Dollars unless otherwise stated. COPYRIGHT Information in this report has been prepared by The Star Entertainment Group Limited, unless otherwise indicated. Information may be reproduced provided it is reproduced accurately and not in a misleading context. Where the material is being published or issued to others, the sources and copyright status should be acknowledged. INVESTMENT WARNING This Annual Report may include forward looking statements and references which, by their very nature, involve inherent risks and uncertainties. These risks and uncertainties may be matters beyond The Star Entertainment Group’s control and could cause actual results to vary (including materially) from those predicted. Forward looking statements are not guarantees of future performance. Past performance of shares is not indicative of future performance and should not be relied upon as such. The value of investments and any income from them is not guaranteed and can fall as well as rise. The Star Entertainment Group recommends that investors make their own assessments and seek independent professional advice before making investment decisions. PRIVACY The Star Entertainment Group respects the privacy of its stakeholders. The Star Entertainment Group’s Privacy Policy Statement is available on The Star Entertainment Group’s website at www.starentertainmentgroup.com.au. THE STAR ENTERTAINMENT GROUP 2023 ANNUAL REPORT 161 starentertainmentgroup.com.au

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